Operation: REBEL
by MiravsStella
Summary: On planet Adlenir, Numbuh 24.5 suddenly finds herself clashing against the Galactic KND, in a war about what's right and wrong.  She receives help from old friends and new.  Disclaimer: I don't own Codename: Kids Next Door.
1. Chapter 1

I don't know if I was born to be a leader. The truth is, I don't think leaders are born; they're made. What, you may ask, are they made from? Any number of things: their upbringing, a life-changing event; sometimes circumstances simply force them to take that one great weight on their shoulders.

No, I certainly don't think I was born a leader; in fact, when I was just a cadet in the Kids Next Door, I was something of a troublemaker…

"Cadet Overlook!"

The girl with long, brown hair giggled slightly, sprinting in the opposite direction of the voices. Looking behind her, she laughed even harder when the sight of Numbuh 545 ran after her, yelling at the top of his lungs. He was covered in yellow mustard, nearly slipping on the small amount that was on his shoes.

"Sorry, sir!" she shouted back, between laughs. "But we just got those mustard bomb-thingies, and I had to make sure they worked- oof!"

She crashed into something, who replicated her sound of surprise. Cadet Overlook glanced up at the newcomer, and quickly jumped up in a salute, shock clear on her face.

"Numbuh 456, sir!"

"At ease, cadet," replied the black haired boy. The Supreme Leader of the Kids Next Door looked slightly amused at her trainer's predicament. "Was it a malfunction of the mustard bombs, Numbuh 545?"

545 scowled heavily at Overlook, quickly saluting Numbuh 456. "Negative, sir. Cadet Overlook here saw fit to plant one in my office."

"Is that so?" asked Numbuh 456, raising both eyebrows. He turned to the young lady- who was, in fact, only a year younger than he was. Overlook shuffled her feet nervously from side to side.

"It's true, sir," she admitted, but then her face brightened. "But they needed testing, sir, and I'd say this test went rather well, wouldn't you?"

Numbuh 545 gawked at the impetuous ten-year-old, his mouth moving with silent retorts. At last, he managed to burst out, "This is WHY we don't allow latecomers into the organization anymore!"

"Come now, Numbuh 545," said Numbuh 456 cheerfully. "Why don't you go clean your office? I'm sure it needs it. I'll handle Cadet Overlook's punishment from here."

Numbuh 545 brightened slightly at the word, 'punishment', while Cadet Overlook looked visibly ashamed. As soon as the strict officer had exited, she saluted the Supreme Leader again.

"Ready and waiting for your orders, sir," she muttered, looking down at the floor. Her green eyes, however, clearly showed that she wasn't about to apologize for the deed. She kicked at a blue leaf on the floor, not daring to look up at Numbuh 456.

He chuckled a little, which made Cadet Overlook glance at him, surprised. "I'll get to your punishment in a moment, Cadet Overlook, but first, I'd like it you answered a few questions for me."

She stood rigid at attention. "Sir!"

"First off… Marcela's your first name, isn't it?"

The cadet looked confused, raising one eyebrow at him. However, she didn't contradict him. "Yes, sir."

"Well then, Marcela… why did you join the Kids Next Door at such a late age? Surely you knew that it's more common to enter the organization at age seven, rather than age ten. Most are full-blown operatives by then."

Marcela shrugged. "It was sort of a sudden inspiration situation for me, sir. I'd heard of the Kids Next Door plenty of times when I was seven, but I never really felt the desire to join." Noticing Numbuh 456 nod, she continued. "About a year ago- just before I took the entrance exam- I saw a little kid of about, oh, five or six, getting beaten up by a teenager. I only just barely managed to fight off the teen, and it made me realize that I wanted to be there for kids like that boy."

The Supreme Leader nodded again, slower this time. "That's an excellent reason, Marcela." She looked slightly hopeful, but he continued, saying, "That does not, however, excuse your earlier prank. Numbuh 545 is hard at work training you cadets; I'd advise you to show him a little more respect."

Marcela slumped again, looking down at her gray sneakers. "Yes, sir," she mumbled. But she couldn't resist adding, "But now we know that the mustard bombs work!"

Yup. I was pretty crazy back then- even if the consequence ended up being helping Numbuh 545 clean up his office of mustard. Ah, well- you can't disobey a direct order.

I'm still not quite sure what day this all began to change. I guess it was the day I found out my last year of cadet training would be as a protégé underneath Numbuh 456 himself.

"H'atten-shun!" shouted Numbuh 545. All ten cadets standing before him saluted, staring straight ahead of them. He slowly paced around each of them in turn, before coming back around in front and addressing them.

"Today, you will be receiving your operative assignments," he said firmly. "In other words, you'll each be assigned to a different operative from now on. I will not be seeing you again for cadet training. Now then!" He turned around, looking contemplative.

Marcela took this moment to lean down and whisper to her good friend Hannah. "I feel bad for any cadet who gets assigned to him."

Hannah giggled, her black hair quivering slightly. The little eight year old, despite being three years younger, had struck up a lasting friendship with the irrepressible Cadet Overlook. Being the big prankster around the KND training base on the Second Moon of Adlenir got her quite a few admirers, but few friends. No one wanted to be in trouble with Numbuh 545.

"Anyway!" called the trainer. "The assignments stand as follows! Cadet Hydro, you are assigned to Numbuh 13, Supreme Commander of Sector F."

Gabe Hydro saluted Numbuh 545, grinning. Marcela would've clapped him on the shoulder, if he had not been several people down the row. It was considered a high honor to become the protégé of a sector leader.

"Cadet Rade, you are assigned Numbuh 57, global tactical officer!"

Hannah gasped in surprise, before her face shone with excitement. Marcela gave her a tight hug, not really caring what other people around her thought. She looked up in time to see Numbuh 545 glaring at her, before he continued reading off the list.

She watched while her fellow cadets became assigned to operatives of various positions, getting more and more anxious as each name was called. Was Numbuh 545 saving her name for last? If so, why, and was it merely a coincidence?

At last, he'd called every cadet besides her. "All right, cadets! All except Cadet Overlook are dismissed!"

The other nine kids glanced at her, before filing out and whispering to themselves- no doubt wondering what she had done wrong this time. Inwardly, Marcela scowled; she hadn't pulled any pranks today!

As soon as the other trainees exited the room, Numbuh 545 eyed her with curiosity. "Your assignment has agreed to escort you to your workplace himself," he said. "Why he insisted on this I'll never know…" Marcela gulped slightly as Numbuh 545 straightened. "Cadet Overlook, you are assigned Numbuh 456, Supreme Leader of the Kids Next Door."

Her jaw dropped.

I guess that was the day I started becoming a bit more responsible. Numbuh 456 never did tell me why he chose me, although I did ask him, once, how he would choose his successor.

He'd replied, "If you ever become Supreme Leader, Cadet Overlook, you'll know the person when you see them."

Those had seemed like words of wisdom back then; after all, everyone practically worshipped Numbuh 456. He was the greatest of the great- as a Supreme Leader should be. That year was both exciting and terrifying- and then came Graduation Day.

"Marcela Overlook," said Numbuh 456, looking at her straight in the eyes. "Do you swear, on your honor as a kid, to follow the code of the KND at any cost?"

"I do," the brown haired girl replied. Her face was neutral, her voice sincere; many people often talked about how the former troublemaker had suddenly become much more serious in the past year. Even Numbuh 545 had a grudging respect for her now.

"Then choose you codename," he said, holding out the Code Module toward her. Marcela took a deep breath, trying to contain her excitement. She plucked a hair from her head, opting to choose a less disgusting option than the traditional booger. If she received disapproving looks, she ignored them completely.

"I, Marcela Overlook, hereby choose to uphold the code of KND, as Numbuh 24.5!" she cried, thrusting the hair into the module. The convention center on the main Kids Next Door Moonbase erupted, cheering loudly for the newest addition to their ranks. Numbuh 24.5 went over to the side, watching with a huge smile on her face as her fellow cadets became operatives. Hannah opted to become Numbuh 842, while Gabe chose the codename Numbuh 3 AM, receiving several looks from the audience.

"What?" he'd yelled. "Oh, like you're one to talk, Numbuh 14 sticks of gum! Numbuh 6 pack o' root beer!" Both Numbuh 24.5 and Numbuh 842 snickered at the sight of the two named operatives rubbing the back of their necks sheepishly. Numbuh 3 AM headed over to join them, grumbling something about hypocrites.

"How do you know what hypocrites are?" asked Numbuh 24.5, poking him and grinning from ear to ear.

The ginger haired boy scowled at her. "For your information, Numbuh 24.5, I do know some vocabulary!" he snarled, fuming. Numbuh 842 giggled a little. Numbuh 24.5 just ruffled his hair, glad to finally be an operative of the Kids Next Door.

My name, as you might already know, is Marcela Overlook, a.k.a. Numbuh 24.5. What happened at graduation occurred two years ago. The Kids Next Door keep our planet, Adlenir, safe from adult tyranny. It feels like it's been a million years since I first stepped onto the training base at our second moon. Now I have an office on the first moon, where the main Moonbase is located.

I am now Supreme Leader of the Kids Next Door. I guess I'm one of the lucky ones; due to the many hardworking field operatives out there, we've had barely any trouble from anyone. I still keep all the sectors in shape; we have many drills and scenarios to keep them on their toes. We never know what might happen- especially after the Dark Teen Incident.

Remember when I said Numbuh 842 was assigned to the Global Tactical Officer? Well, now she _is_ the Global Tactical Officer. Oh yeah, and Numbuh 3 AM is leader of one of the most successful sectors on the planet. You're probably thinking that Numbuhs 57 and 13 have been decommissioned, but no; they're just regular operatives now. They decided to let the jobs go.

You see, things work in a less rigid way around here. It isn't necessary to get decommissioned unless one chooses to. That's the way it's always been on Adlenir.

If only I'd known how much trouble that simple difference would bring…

Now loading: Kids Next Door

Operation: R.E.B.E.L.

Risky

Event

Brings

Ethereal

Lethalness

"Numbuh 24.5, sir!"

The Supreme Leader of the Kids Next Door stood, looking out over the blue planet Adlenir. She sighed slightly at the persistent calling of her name, before turning around to see a fellow operative saluting her.

"Yes, Numbuh 914?" she asked, quickly adding, "At ease."

The current Head of Decommissioning panted a little, nodding gratefully at the chance to catch his breath. He straightened at once, quickly getting under control.

"Numbuh 76 asked me to inform you that the candy supply is getting low! He also asked me to ask you if you prefer chocolate or strawberry."

If Numbuh 24.5 thought that this question was unusual, her face didn't show it. She was in what many operatives called, 'leader mode', when she needed to be crisp, accurate, and strict.

"First of all," she began. Her tone made Numbuh 914 shrink a little. "Inform Numbuh 76 that all complaints to do with the candy supply go _directly_ to Numbuh 14 sticks of gum, and NOT to his Supreme Leader. Also, tell him chocolate."

Numbuh 914 saluted, looking relieved that she hadn't ranted. "Yes, sir! Right away sir!" The eleven year old promptly ran off. Numbuh 24.5 slumped a bit from exhaustion. She was lucky to be an orphan, so that she could spend all her time on the Moonbase without having to worry about her parents. For the most part, she spent the nights alone, in the armchair she used on the bridge. Often she'd be up late doing paperwork, but she'd managed to finish it early that day.

She regarded herself in the reflection on the window. Her light brown hair was long and disheveled, and her green eyes had bags beneath them. Still, one could see the steeliness in her eye, forged from many missions and learning how to deal with a lot of stress at one time.

She turned slowly towards her armchair, walking over and hoping to, for once, get a full night's sleep. Of course, being the Supreme Leader and all, it was not to be.

"Incoming transmission, Numbuh 24.5, sir," said the obnoxious computer voice.

The fourteen year old groaned a little. "Can't I get a decent rest for once?"

"Well excuuuuuse me," huffed the computer. "I'll just bother you until you answer!"

"Why did I ever program you to have a personality," muttered Marcela. "Put it through, then."

The screen buzzed a bit, before the familiar face of Numbuh 3 AM showed up on the screen. "Numubh 24.5?" he asked, sounding hesitant. "We… um… kind of need you to see this."

Marcela scowled impatiently. "What is it?"

The camera moved to the side, revealing the most enormous spaceship she'd ever seen. Numbuh 24.5 couldn't help but gulp a little.

"Uh, that's not a new project Numbuh 8 was working on… is it?" she asked hopefully.

"Negative, sir," said Numbuh 3 AM grimly. "All we've got is a message, requesting your presence specifically." He hesitated a little. "Are you alright, Marcela? If you'd like, we could try blasting them away… though I'm not sure if it'll work."

"No, I'm coming," she said, sounding resigned. _Guess I'm doomed to never be able to sleep well._ She made her way to where her personal ship was kept for emergencies such as this. She couldn't help but wonder how the strange craft had known her operating numbuh.

One short ride later, Sector F's treehouse came into view. Numbuh 24.5 pulled back on the joystick, slowing up enough to land directly at the bottom. She stepped down the ramp of her ship, revealing Sector F standing at attention, waiting for her.

"At ease, guys," she said firmly. Her eyes traveled to the strange ship, now sitting on the ground. As she watched, a hole opened up on the bottom, and six beings jumped out. Marcela eyed them with suspicion, before turning back to Numbuh 3 AM.

"Listen up," she hissed. "Don't act unless I give the signal, which will be the code, asparagus. Got it? If I yell that word, attack them with everything you've got. Don't hold back, and try not to worry about me."

"But, sir"-

"That's an order, Numbuh 3 AM," she growled. The fourteen year old turned back to the spaceship, hands clasped behind her back. She strode forward, purposefully, with her back straight. The leader of the newcomers came forward in a similar fashion. As soon as the six beings came into view, she heard gasps coming from Sector F behind her.

They looked like the elvens, but there was one, seemingly minor difference. Marcela, being an observant leader, noticed it almost immediately.

Their ears were round.

She did not allow her surprise to show on her face. It was a part of her duty as leader to intimidate any possible enemies. They all looked to be about the same age as her- early teenagers.

"Greetings," said the one at the front, with unusual dark skin and sunglasses. "I am Numbuh Infinity."

"Ha ha," Numbuh 24.5 replied sarcastically. Then she shot him a glare that could've burned the inside of a freezer. "I would know, I think, if such an operative existed."

"You may believe what you like, Marcela Overlook," said Numbuh Infinity. Numbuh 24.5 didn't so much as flinch at the sound of her real name being called, though she heard a collective breath from behind her. Normally, the Supreme Leader grew incredibly angry whenever someone called her by her real name. Sector F was impressed by her cool attitude.

Numbuh 24.5 took this opportunity to put aside her suspicions and simply observe them. The supposed Numbuh Infinity wore a suit- which was unusual for any kid or teen. He was not carrying any weapons visible to the naked eye, but she noticed that his left hand was just a tiny bit closer to his pocket than his right was. Standing next to him was another round-ears, only this one didn't have any hair on his head. He too wore sunglasses, though they looked rather suspicious.

Behind the two, four others with what looked like guard uniforms stood at attention. Numbuh 24.5 couldn't help but admire their discipline, something she had difficulty replicating in the Kids Next Door.

"I come from an elite organization that you are unaware of," said Numbuh Infinity, when she didn't reply to his saying her name. "It is called the Galactic Kids Next Door."

A pause, and then every kid in the vicinity- minus the newcomers and Marcela- burst out laughing. Numbuh Infinity frowned slightly, as did the boy next to him.

"Enough!" shouted Numbuh 24.5, quickly shutting Sector F up. She quickly turned her glare back on Numbuh Infinity. "However, your story does sound rather… ridiculous to me."

The dark skinned boy cocked an eyebrow. "Have you ever seen people with round ears, Numbuh 24.5? I think not. Is this not proof enough for you?"  
Numbuh 24.5 considered this for a moment. They might be telling the truth, but that did not, in any way, mean that they were trustworthy.

"All right," she said coldly. "Let's say that you are from this… alien organization. What do you want with us?"

Numbuh Infinity turned to his companion. "Numbuh 1, perhaps you should be the one to explain."

The bald kid nodded once, before turning back to Numbuh 24.5. She folded her arms, waiting for what would probably be a monologue. Her hunch was correct- though it was a rather interesting speech.

"My codename is Numbuh 1," he began. _Talk about being redundant,_ thought Numbuh 24.5. "I am a field operative of the Galactic Kids Next Door. The objective of the GKND is to fight galactic adult tyranny- which, by the way, does exist- as well as find a way to cure the disease known as adulthood." Numbuh 24.5 rolled her eyes at that one.

"When we deem a Kids Next Door organization on a certain planet to be ready, we choose a single operative from that planet to become a galactic operative. I was chosen as the representative of my home planet, planet earth."

"Planet earth?" yelled Numbuh 3 AM from where he stood. He sneered at Numbuh 1. "That's gotta be the dumbest, most uncreative name I've ever heard! You can't get any more fake than that! I mean come on, even Adlenir is"-

"Numbuh 3 AM, that is quite enough!" snapped Numbuh 24.5.

Numbuh 1 turned his gaze on the leader of Sector F, frowning slightly. "You sound like a cross between Fanny and Wally," he muttered. "Anyway, Numbuh 24.5, we have been observing you for quite some time now. It is under our impression that you are qualified enough to become a galactic operative. Of course, you must leave now."

Behind her, the sniggers of her fellow operatives fell silent. Marcela didn't change her expression, but inside she was seething; who did these people think they were, telling her to abandon her comrades?

"Just a moment, Numbuh 24.5," said Numbuh Infinity, frowning slightly. "How old are you?"

Numbuh 24.5 blinked several times, looking confused. "Fourteen, why?" she asked.

Both of the aliens' eyes widened in shock, and they backed away slightly. Numbuh Infinity cleared his throat slightly. "Why haven't you been decommissioned?"

"Decommissioned?" she screeched. "Why? I haven't done anything wrong!"

"But you're over thirteen!" exclaimed Numbuh 1. "Every operative must be decommissioned on their thirteenth birthday."

"What on Adlenir are you talking about?" came a new voice. Marcela turned in surprise to see Numbuh 914 stomping towards them, his Decommissioning squad right behind him. He quickly saluted his leader before marching over to Numbuh 1, a scowl on his face. "Decommissioning only happens for three reasons!" he yelled. "One: betrayal of the KND. Two: breaking of the code of KND, unless excused by a higher operative. Three: willingly returning to a normal lifestyle. Those three reasons only. UNDERSTAND?"

"Yes, Numbuh 914, I think he gets it," said Numbuh 24.5. "Now, I order you to tell me what you're doing here."

He saluted her again. "Distress call from Numbuh 6, sir!"

Behind her, she could hear Numbuh 3 AM berating his teammate for not informing him of this. She didn't pay any attention, seeing as Numbuh Infinity was giving her a warning look.

"All KND operatives must be decommissioned at the age of thirteen," he said. "It's the rule. I'm going to have to order you to revert back to it."

"Well, I've got news for you," said Numbuh 24.5. "I'm NOT going to revert it, because it was never like that!"

Numbuh 1 took a step back. "W-what?" he exclaimed.

"Oh, and about your offer," she snarled. "If you think for _one second_ that I would go with you, who tried to change the rules of the organization I love, think again! Plus, to be honest, and I mean no offense to anyone," she added, glancing at the operatives behind her, "but there just isn't anyone right for the job of Supreme Leader right now. My predecessor once told me that I'd know them when I see them, and I haven't seen them yet."

"I'm sorry, Numbuh 24.5," said Numbuh Infinity, and Numbuh 24.5 shivered inwardly at the coldness in his voice. "But we're not giving you a choice."

That was what she'd been waiting for.

"Code: asparagus!" she shouted. Seemingly from nowhere, she whipped out a S.P.L.A.N.K.E.R and aimed at one of the four guards now running towards her. Behind her, Sector F leapt into action, each whipping out a different weapon and training them on the Galactic Kids Next Door. The Decommissioning Squad caught on almost immediately, pointing their own weapons.

One of the galactic guards stepped forward, his eyes on Numbuh 24.5. He came face to face with a gumball shooter, courtesy of Numbuh 3 AM.

"I really wouldn't," snarled the red haired boy. Numbuh 24.5 aimed her splanker at Numbuh Infinity's face.

"I suggest you leave, and don't bother coming back," she stated, her voice just as cold as Numbuh Infinity's had been moments ago. "I'm not about to tolerate an alien telling me what to do."

"Very well," he replied. "You've made your choice." She saw his hand drift towards his pocket. Before she could so much as say 2x4, he whipped out a device of somekind.

"Hey!" said Numbuh 914. "What're you…"

Suddenly, a smokescreen appeared from nowhere. Panic ensued, all the operatives running about and firing at nothing. It was Numbuh 3 AM who finally got them in order.

"Put a sock in it!" he shrieked. He looked around as the smoke cleared, and saw the ship taking off. He smirked, thinking, _Ha! Now they're running._ Cheers erupted around him at the exit of the aliens.

"Wait!" came a cry, and everyone turned to see a stricken Numbuh 6. Numbuh 3 AM frowned at his teammate, who looked positively horrified.

"Where's Numbuh 24.5?" she asked.

Everyone within hearing range froze at those ominous words. Slowly, they all turned to see the spaceship receding in the distance…

With their leader on it.

Numbuh 1 examined the splanker he had just wrestled from Numbuh 24.5's grasp. It appeared to be genuine, pretty much the same as the ones they had back home. Still, it had some minor adjustments that he thought Hoagie would like to see.

He headed over to where Numbuh Infinity stood, on the bridge of the ship. They had just thrown the Supreme Leader in one of the cells. Needless to say she had not been happy, but had stopped struggling once they took off.

"Are you sure that was necessary, Numbuh Infinity?" he asked, frowning slightly at the ambassador. "It seemed almost… cruel."

"I can assure you, Numbuh 1," he replied. "That it was essential. We can't have planetary organizations undermining our authority. I'm certain that Numbuh 24.5 will be able to see things our way when we get back to base."

The way he said this chilled Nigel slightly, but he made no comment; it was not his place. Pivoting, he turned around, but Infinity's voice made him freeze in his tracks.

"Oh, and thank you for your skills on this mission," said Numbuh Infinity, his voice more friendly now. "I'll see if I can't persuade those in charge to allow you a short trip to your home planet."

Numbuh 1's jaw dropped. He hadn't been home in… well, a long time. He immediately felt ecstatic, but merely cleared his throat and said, "Thank you, sir."

Once outside the bridge, he did a little jig. He'd be going home! Even if it was only a short time, he was still ecstatic. He wondered how everyone was doing, what they were all up to, and how they'd react to him if… if…

If they even remembered him.

He sighed, looking down sadly. What was the point of seeing them if they'd been decommissioned? Sure, there was always the chance that they joined the Teens Next Door, but that was a slim chance. He'd sure missed a lot of heartbreak back home; he could hardly blame the KND on Adlenir for not having the rule.

He stopped suddenly, surprised at where his feet had carried him- outside Numbuh 24.5's cell. And he could hear her talking, of all things.

"…no, that is not a request, it's an order! I repeat: follow this code, Numbuh 842! You're in charge now, but you still need to follow Code: Black 'n Blue Bruise!"

He raised both eyebrows. A hidden communicator? That didn't really surprise him. Sticking his finger up his nose with quiet dignity, he inserted it into the DNA lock.

"Access granted, Numbuh 1," the computerized voice said. The door slid open, revealing the girl in her blue fighter's suit.

"I'll have to take that," he said, snatching the black device from Numbuh 24.5. She scowled at him heavily, but relinquished it. He ignored the panicked girl's voice coming from it.

"Numbuh 24.5? Come in, Numbuh 24.5! Answer me!" Dropping the communicator to the floor, he stepped on it- hard.

The device sparked a little before the voice died away. Numbuh 24.5 glared at him through her long brown bangs, which hid most of her face in shadow.

"Why are you here?" she spat. "To convince me to relinquish my free will to you GKND freaks?"

He studied her. He knew what species they were: elven. A species almost identical to humans, except for the fact that elvens had pointy ears. In fact, Adlenir was practically the same as planet earth- even the animal species were relatively similar.

"No, actually," he said, not caring if his voice sounded resigned. "I was just curious is all."

Her eyes narrowed, but she said nothing.

He decided to press on. "Why did you refuse?" he asked her. "It's really a high honor to be chosen for this."

"Maybe to you," she said coldly. "But I will not stand still and watch while you"- here she pointed an accusing finger at him- "force every operative over the age of thirteen to forget everything! Plus, like I said before, I haven't found a suitable successor yet."

He raised an eyebrow at her. "Really? I just heard you talking to a Numbuh 842, who seems to be your successor."

"As Global Tactical Officer, she has to be- but trust me, the job isn't right for her," said Numbuh 24.5. "She's a sweet kid, but that's just it- she's _too_ sweet. It's vice versa with the other possible candidate, Numbuh 3 AM- he's too strict. It's good for a sector leader, but not so much for a Supreme Leader."

She said all of this with seriousness, making Numbuh 1 realize that she probably knew what she was talking about. In many ways, the girl before him reminded him of Rachel. She knew what was necessary, and what was too much.

"Well then," he said quietly. "I'm sorry, Numbuh 24.5, but what we're doing now is what is the best for everyone."

With those words, he exited the cell.

1 Week Later

"NUMBUH 1!"

Nigel had barely stepped off his fighter when he was tackled in a giant group hug by Hoagie, Abby, Kuki, and Wally. He was just barely able to register his shock when they began questioning him furiously.

"Whoa, slow down guys!" he said with a laugh. Then his expression turned serious. "Did you all make it into the TND?"

"You'd better believe it!" said Numbuh 5, grinning from ear to ear. "When we heard you was getting vacation time, we had to come see you!"

"Yup," said Hoagie, still wearing the same goggles and hat. "Oh, and we're still Sector V, by the way."

"I guessed that," said Numbuh 1. He just couldn't stop smiling; he never thought his short time off would be this great. "What've you all been up to?"

"Well, you know, the usual," said Numbuh 3, beaming. "Fighting all the bad guys, annoying Wally…"

"Oh, yeah, right!" said Numbuh 5, rolling her eyes. "If you two call making out annoying, at least." Numbuh 2 snickered at the mortified looks on both Numbuh 3 and Numbuh 4's faces.

"So they finally admitted it, then?" Numbuh 1 asked Numbuh 5.

"Yup," said the African American girl. "Although Numbuh 5 isn't sure whether that's an improvement or not."

"So, how's everyone else been?" he asked her.

Numbuh 5 shrugged, though her expression darkened slightly. "They been fine, I guess. Numbuh 86 and Numbuh 60 both moved up to the TND too, although Numbuh 5 has to deal with their constant fighting almost daily. It's driving her crazy!"

He glanced at her. "Are you Supreme Leader of the Teens Next Door?"

She looked at him, eyebrows shooting up in surprise. "How'd you know?" she said, scowling. "Numbuh 5 was hoping you wouldn't have to salute me. We're friends."

"Sorry… Supreme Leader sir." He couldn't resist adding it, and received a whack from her hat in return.

He frowned slightly. There was something Numbuh 5 had been avoiding ever since their conversation began. Behind them, the other three members of Sector V were arguing about the latest video game to come out.

"How's Rachel?" he asked.

Numbuh 5 sighed. "Abby was afraid you might ask that," she mumbled. "You might not like to hear this, but… Rachel was a shoo-in for the TND. We even told her about it, so she'd know how to act, in order to fake her decommissioning! But the day of her thirteenth… she vanished. Without a trace. She even removed her genetic material from the code module, so we couldn't track her."

Numbuh 1 kept walking, letting the news wash over him. So, his former Supreme Leader was gone, and no one knew where. It was unlike her to run from decommissioning, especially since it wasn't even real.

"You haven't seen her since?" he asked. They'd just arrived at the bridge of the Moonbase, where he almost expected to see Numbuh 362 sitting in her chair. But it was vacant, for the moment.

Numbuh 5 shook her head sadly. "Nope. By the way, the Supreme Leader of the KND is now Numbuh 84."

He looked over at her in surprise. "Lee?"

"Yup, the very same. He's good at it, too."

Huh. Numbuh 1 had always thought of Numbuh 84 as the quiet type, not really leader material.

"Guys," called Numbuh 5, interrupting his thoughts. "Why don't you show Numbuh 1 where he's staying? I'm sure he needs to learn his way around the base again."

"Yay!" cried Numbuh 3, grabbing Numbuh 1's wrist and dragging him away, Numbuhs 2 and 4 following behind. Numbuh 5's smile quickly faded, and she turned to one of the pillars. "You can come out now."

There was a pause, and then a person clothed in black appeared. Nothing was showing except their eyes, which were sharp and intelligent.

"Thanks," came the muffled voice.

Numbuh 5 sighed. "Please don't ask Abby to do that again. It ain't easy for her to lie to him."

"Sorry," was the reply. "But it had to be done. If I'm going to get Numbuh 24.5 out of galactic prison, no one can know about me."

"Numbuh 5's wondering if you're crazy," she muttered. "Try not to get in over your head, all right?"

"I'm already in over my head," the person replied, laughing. "But strangely, I don't care."

Numbuh 5 stared at the person a few times, blinking. "Abby was right," she said. "You _are _crazy."

"No, I don't think so, but I'll do whatever it takes to stop them from achieving their goal." Abby shuddered at the clear sincerity in their voice. The figure threw themselves off the bridge, and Numbuh 5 sighed.

"Good luck," she murmured, "'Cause Abby's done helping you."

Numbuh 24.5 looked up to see Numbuh 1 entering her cell- again. He came to talk to her quite often, about who-knows-what. She'd finally stopped scorning him, but she couldn't resist adding a scathing comment or two to their conversations.

"Back from vacation?" she asked sweetly.

He glanced at her in surprise. "How'd you know about that?"

"I have my sources…." There was a pause, and then she sighed exasperatedly. "You told me the last time you talked to me, dumbo."

"Oh. Er… right." There was an awkward pause, which Numbuh 24.5 enjoyed, when he asked, "How did you become Supreme Leader, anyhow? I mean, if you don't have the decommissioning rule…" His voice trailed off as her eyes darkened. At first she didn't answer, and he considered leaving, when she began to speak.

"There was a danger… we call it the Dark Teen Incident. As you can probably guess from the title, it had to do with this one teenager. Just one… my predecessor, Numbuh 456, thought it wouldn't be too much trouble. He sent Sector N after her, and they… didn't make it." Her voice was barely a whisper now. "That was a time of terror. Back then, kids couldn't walk down the street without fear of being hurt. We lost three sectors." Her green eyes were wide, and Numbuh 1 could barely believe it; kids shouldn't have to go through this! "Finally, Numbuh 456 decided that he'd had enough. So he got Sector F- which I was in at the time- and himself to go on a final mission to finish her off. It was in a forest, and she somehow got the rest except Numbuh 456 and me.

"She popped up later, holding them hostage, and threatened to… to end them if we didn't turn ourselves in with them. I got my trusty splanker and ran up to fight her, expecting Numbuh 456 to help me, but then she got her hand around my neck and was squeezing… and he _ran_. He broke one of the most important rules of the KND code: never, under any circumstances, abandon your fellow operatives unless it's a direct order from a superior. But he ran for it, and it just made me so… angry. So I somehow managed to knock her out, and then the rest of Sector F helped me secure Numbuh 456. Both of them were taken for immediate decommissioning."

She swallowed, hard. "And… the KND voted that I take over, so… I did. And here we are."

They both sat in silence, with Numbuh 1 not sure what to say. It was almost as if leadership had been forced upon Numbuh 24.5, but she didn't seem to mind. More than anything, she seemed shaken that Numbuh 456 would be such a coward.

"Let me guess," said Numbuh 1, "He was the kind of leader that everyone looked up to for inspiration?"

"Yeah, he was," mumbled Numbuh 24.5. "But how'd you know?"

"I had a similar problem back on my planet."

"Ah."

The quiet descended on them again, and for a while neither said anything. Numbuh 1 was almost afraid to break her out of her reverie, when she straightened.

"Well, Numbuh 1," she said, her voice crisp. "I'm going to have to insist that you leave."

"I don't have a problem with that," he replied, "But why?"

She rubbed her eyes a little, before looking directly at him. "You've almost been a friend, Nigel Uno." He flinched at his real name. "And I don't want you to get blamed for what will happen later. Trust me when I say this: in 0300 hours, I will not be here."

He blinked several times before this sank in. "_What?_"

She sighed. "Need I repeat myself? Again, trust me: I don't want you getting hurt. Now leave, before I make you."

The glare she was now giving him was certainly enough to make him promptly sprint out of the prison cell.

And exactly 0300 hours later, the alarm went off.

Numbuh 24.5 looked up, just as a hole was blasted in the wall of her cell. She smirked slightly at the person dressed completely in black. "Thanks for coming," she said, dusting herself off. "Did you bring what I asked for?"

The person tossed her her splanker, and then motioned for her to follow them. Numbuh 24.5 obliged, only too happy to be out of her cell.

They soon found themselves in the main hallway, clearing a path through all the GKND operatives trying to stop them. The two leaped up, jumping on various alien heads in order to get through more easily. Numbuh 24.5 followed behind the masked person, kicking another space operative out of the way. She thought she saw Numbuh 1 running after them, yelling, but she didn't have time to get a proper glance before they were rounding another corner.

"The hangar's this way," they hissed. "We should be able to find a suitable transport there."

"Let's hope," muttered Numbuh 24.5.

Meanwhile, Numbuh 1 himself was still hurrying after them. He could see them now, sprinting for the hangar. He could make out Numbuh 24.5's blue fighter suit, as well as her accomplice's black attire.

They made it into the hangar, where more operatives waited. Numbuh 24.5 caught one on her splanker, while the other simply made good use of what looked to him like karate. They neared a high tech S.C.A.M.P.E.R., fighting off others all the way. Just as they approached the door, Numbuh 24.5 turned and gave him a tiny nod, a respectful one that clearly said, 'farewell'.

The scamper took off, heading, no doubt, back to Adlenir.

"That was a close one," said Numbuh 24.5, popping open a can of root beer. She raised it to her rescuer. "Cheers."

"Glad I could help."

Author's note: This is a three part story, kind of like a movie. Yes, Numbuh 24.5 is the protagonist. As to who the mysterious person in black is… that'll be revealed soon. Anyway, Adlenir is a planet I made up. It's got two moons: one has the main moonbase; the other has the training base. I put it there instead of the arctic.

For those of you who have read this, thank you. And, if you're not in a hurry or anything, please review. Those reviews… any feedback at all, really inspires me. I'd like to know if people are actually reading this. Thanks!


	2. Chapter 2

Numbuh 545 did not notice the person behind him, until they said, "How is the cadets' training going?"

He jumped to a salute at once, to the person who had once had to salute him instead of vice versa. "Numbuh 24.5 sir!" he exclaimed. "You escaped!"

She nodded once. "Indeed I did, Numbuh 545, with the help of a… accomplice." She glanced behind her, where the masked person stood waiting. She mouth, _I'll talk to you in a minute_, to which they saluted and exited the small cave.

"Sir, are you certain that the GKND doesn't know these caves exist?"

"Impossible," she said, turning her attention back to the training officer. "Some scouts just reported to me that the Galactic Kids Next Door just sent reconnaissance ships to scan our tree houses; they found nothing." She looked out over at the ten cadets, who currently had a ten minute break. Two were throwing a Whizbee to one another, and laughing raucously; another three were running around playing tag, while four more were gathered around the last.

It was a young boy, about eight years old, Marcela guessed. His bleach blond hair was all over the place, and he appeared to be explaining something to the other cadets, who all watched him with round eyes.

Following her gaze, Numbuh 545 chuckled slightly. "Ah, that's Cadet Hapray, quite the role model. He's one of the best I've had, impeccably polite too." He coughed several times. "Unlike someone I knew…"

Numbuh 24.5 ignored this. Her old tricks from when she was ten were something of a joke both she and Numbuh 545 were fond of.

An idea suddenly hit her. She observed Hapray more carefully this time, taking in account his body language. He was gesturing animatedly to emphasize whatever he was talking about, and when one of the others asked a question, she could tell that he replied sincerely.

"Numbuh 545," she said. "They'll be assigned operatives in one day's time, correct?"

"Yes, sir," he replied warily.

"I request that Cadet Hapray be assigned to me."

His mouth fell open, and for a moment, he spluttered. "B-but sir!" he cried, "You've never had a cadet assigned to you before! Are… are you sure you can handle it?"

"Absolutely," she replied firmly, without hesitation. Seeing his uncertain look, she added, "I don't have time to argue with you about it, Numbuh 545. I'd prefer not to make it a direct order."

He saluted her, albeit grudgingly. Nodding in satisfaction, she said, "Now, if you'll excuse me, I have to speak with our guest." With that, she turned around, heading in the same direction that the masked person had previously taken.

* * *

"Ah, Numbuh 1," said Numbuh Infinity, smiling a small smile that didn't reach his eyes. "So glad you could join me."

They both stood at the bridge of the Galactic Kids Next Door, looking out over the various vessels flying around the space station like a bunch of hornets. Numbuh 1 had a feeling he knew exactly why he'd been called here by Numbuh Infinity, but he wasn't about to make assumptions.

"Did we already send out ships to collect data on the KND from Adlenir?" he asked.

"Affirmative," replied Numbuh Infinity. "However, when we got there, their tree houses were… deserted. It was like they vanished off the face of their planet."

Numbuh 1 digested this news; somehow, it didn't surprise him that they would've evacuated their bases. They must have been expecting an attack from the GKND- which he had no doubt they would get soon enough. He wondered if this had something to do with the Black 'n Blue Bruise code Numbuh 24.5 had given to Numbuh 842.

"What would you like me to do about it?" he asked, trying not to sound too disrespectful.

If he was disrespectful, Numbuh Infinity ignored it entirely. "We have decided," he said slowly, turning away, "That you will go on a reconnaissance mission. Try to discover where they're hiding, and report back as soon as possible. I want as much information as you can uncover."

Numbuh 1 couldn't help but feel slightly nervous at having such a huge solo mission. "Are you certain that I should go it alone, sir?" he asked.

Numbuh Infinity chuckled quietly, making him feel even more anxious now. "Of course not, Numbuh 1… that's why we brought in an old friend of yours to help you. We're under the impression that you've done a reconnaissance mission of sorts with her before…"

He pressed a button on his wristwatch, muttering, "Bring her in." The doors to the bridge slid open, and Numbuh 1 nearly reeled back in shock as two galactic guards brought in someone he was not expecting to see.

"Let… me… GO! Dumb boys!" shrieked Numbuh 86. She stopped kicking long enough to sneer at the two of them. "Oooooh, look, if it isn't the two boys who saw fit to abandon the Kids Next Door a couple years ago. Well I am NOT thrilled to see ye!"

"Likewise, Numbuh 86," said Numbuh Infinity coldly. "Before you join Numbuh 1 on his mission, I'd like to just ask you a single question."

She smirked widely. "And what makes ye think I'll answer?" Numbuh 1 had to admit that Fanny had a point; she would most likely never help them, not in a million years.

"I have my reasons… tell me, would you like to know where Numbuh 60 is?"

At those words, Numbuh 86 froze. Her eyes went wide, and for the first time she sounded completely uncertain of herself. "What… you… know where… Patton is?" Her voice shook slightly.

"I'll ask you the question before I tell you that… so, here it is: what did former Numbuh 362 tell you the day before her disappearance?"

At that question, both Numbuhs 1 and 86 stared at him in shock. Fanny was the first to recover. "Rachel hasn't been seen for years; why do ye want to know?"

"That's none of your concern," replied Numbuh Infinity. "I'd suggest you tell me, or Numbuh 60 will disappear as well- only this time, his disappearance will be on _your_ conscience!"

Nigel could barely believe what he was hearing. He'd never have thought Numbuh Infinity was capable of this kind of cruelty; he had gone after one of the few people who cared about Numbuh 86 just to get her to cooperate. He was finding himself less and less sure that Numbuh Infinity was right, and he was beginning to see what Numbuh 24.5 had been claiming all along.

Fanny hung her head in defeat. "Rachel's vanishing is already on my conscience," she murmured. "I let her do it… the day before it happened, she just told me I wouldn't see her again. She didn't tell me where she was going, just made me promise to take care of the KND fer her. I should've stopped her then, but I did nothing." Then her head shot back up and she glared at Numbuh Infinity. "Of course, based on what _you've_ been up to, maybe it's a good thing ye can't find her!"

"I see…" muttered Numbuh Infinity. He looked Numbuh 86 directly in the eye. "If you want to get Numbuh 60 back, you'll have to accompany Numbuh 1 on his spy mission. Take our guest to mission prep, please." He motioned to the guards, who saluted and exited the bridge, a no-longer-struggling Fanny between them. As they exited, she shot Numbuh 1 a look that said, 'What is wrong with you?'

"Sir," said Numbuh 1, "What's all this about Numbuh 60?"

"I had to ensure her cooperation," he replied, not sounding at all bothered. "And before you ask… Rachel McKenzie is a dangerous figure in this entire fiasco with planet Adlenir. I'm almost certain that she's allied with them."

"Speaking of Rachel… you do know that that mission Fanny and I were on together ended up backfiring? That we accidentally apprehended Numbuh- I mean, former Numbuh 362 instead of the target?"

Numbuh Infinity nodded. "I am aware of this, Numbuh 1. However, I have complete faith in you. Besides, Numbuh 86 is more of the… bait, than anything else. You should go to mission prep and get ready."

Numbuh 1 saluted and exited, wondering just what Numbuh Infinity meant by 'bait'.

About an hour later, he found himself in a stealth fighter, with Numbuh 86 seated in the other pilot seat. She was scowling- no surprise there- and looking away from him. Numbuh 1 knew it wouldn't be long before she started rambling in fury.

Sure enough, she opened her mouth- only to be cut off by him.

"If you're going to start yelling, please don't take too long," he said wryly. She trembled with rage, but sounded surprisingly calm.

"I just wanted to know… what possessed ye to work fer such a power-hungry _brat_? Honestly, Numbuh 1- he's even worse than Numbuh 363 was, and that's saying something!"

Well, he certainly hadn't missed her constant accusations and insults, but it was a bit of a relief to be working with someone he knew. Still, Numbuh 86 was one of the people he had missed a lot less.

"I had little choice in the matter," he replied. "I've been busy fighting tyranny, as well as the disease of adulthood; I don't have time to worry about Numbuh Infinity!" That wasn't strictly true, though. He knew that Numbuh Infinity had been growing a distinctly darker personality than before, and he often caught himself wondering if he was doing the right thing.

"Disease?" she asked, gawking. "Oh, please; I'm a frickin' teenager too, ye know! And it isn't bad at all. In fact, not a whole lot has changed. How can _adulthood_ be a disease?"

Numbuh 1 sighed, deciding not to explain it to her. He just followed orders. She huffed, turning away again, but it wasn't long before she asked another question.

"Ye didn't have anything to do with Numbuh 60's kidnapping… did ye?" she asked in a more hushed voice. When Numbuh 1 shook his head, she sighed with relief. He almost smirked slightly; if he didn't know any better, he'd say she had a thing for Patton- but he knew better than to mention that aloud. He didn't really want to die yet.

"Good," she muttered. "Maybe I can work with ye… just a little."

He ignored this comment, activating the cloaking device on the fighter. Adlenir was in sight now, the blue planet still resembling earth greatly. He spotted the larger moon, and could even make out the moonbase on it. The smaller moon, with the training base, was hidden behind the planet itself. Numbuh 86 observed their destination with narrowed eyes, but he could tell that there was uncertainty there as well.

Landing wasn't all that difficult for him; the fighter set down easily, in a thick forest. He and Fanny exited the fighter, weapons at the ready. He had opted to take a laser gun, while Fanny had chosen a teddy bear launcher. Numbuh 1 pressed a button on his own watch, causing it to show him a radar screen.

"My ship's scanning the area for enemies," he explained when she raised her eyebrows. Shrugging, she simply moved away through the undergrowth, Numbuh 1 following her.

He had no clue where to start; where did you find a bunch of KND operatives when they weren't in their tree houses?

"Hey, Numbuh 1?" hissed Numbuh 86.

"What?" he hissed back.

"I was just wondering… how much do you care about Rachel?"

He looked at her in surprise. "Um… I don't know, a lot I guess… why?"

For some reason, Fanny looked almost angry. Then she sighed a little. "It doesn't matter, it's just… she cared about you a lot, ye know… and she was a different person after ye… left. I'm pretty sure she almost cried when she was trying to get Sector V to tell her where ye went."

Numbuh 1 tried to push away the sudden feelings of guilt he had, but they persisted. All at once, his radar began beeping. It showed four dots, moving toward them fast.

He was about to grab Numbuh 86 and run for it, when it felt like the back of his head exploded. He struggled to stay conscious, but it was no use… in a few moments, everything went black.

* * *

Numbuh 24.5 regarded the prisoner before her. Numbuh 1 and his companion hadn't been too difficult to apprehend, but she was still suspicious. He was unconscious at the moment, strapped into a lie detector chair that one of the operatives had managed to salvage from their now-deserted moonbase.

She turned around to the person standing in shadow behind her. They had purposefully made it so that the interrogation room had little lighting; it unnerved those being questioned, making it easier for the lie detector to work.

"Are you sure you want to do this?" she asked hesitantly. She knew it wouldn't be easy…

"Yes."

"Well then, good luck."

Numbuh 1 groaned a little; his head felt like it had just been mashed by one of the Delightful Children's robots. He forced his eyes open, panicking slightly when the area came into focus. He recognized the chair he'd been strapped into- a lie detector chair.

"Welcome back to the real world."

He was instantly annoyed; he didn't really want Numbuh 24.5 gloating in front of him, making comments like, "Now you know what it's like being a prisoner." He glared at her, where she stood with her hands behind her back, looking professional.

She sounded almost apologetic, however. "This is, unfortunately, something that had to be done, Numbuh 1," she said. "We'd like it if you just answered our questions without fuss."

"Where's Numbuh 86?" he snarled.

"She's fine," said Numbuh 24.5, rolling her eyes. "She was only too happy to tell us what she knew. It's you that we're concerned about now."

She paused, cocking her head slightly. "Well?" Nigel spat. "Are you going to question me or not?"

"I'm not your interrogator, Numbuh 1; someone else requested that position."

He was instantly confused. He could imagine that Numbuh 86 would want to question him, but Numbuh 24.5 probably didn't trust her enough to allow her to. No one else on the planet knew who he was.

"Who?" he asked.

Numbuh 24.5 stepped off to the side, and another person came forward. He recognized what they were wearing to be the same attire that the Supreme Leader's rescuer was. But it wasn't that that completely shocked him. For the first time since this mission had begun, he felt fear; _real_ fear, because the person's eyes were completely cold, devoid of emotion.

"Hello, Nigel," said Rachel.

* * *

Wesley Hapray watched while Numbuh 545 made two of his fellow cadets do pushups. He tried to quell the butterflies in his stomach, but he just couldn't; today, they'd be getting their operative assignments.

What if he got an assignment to a horrible operative? What if he just couldn't handle it? What if he was told he wasn't good enough to be in the KND, and sent home? What if…

"Wes?" Zoey asked, looking at him with concern. "Are you okay?"

He looked down at another fellow cadet, eight years old like him. He suddenly felt the butterflies in his stomach increase, and he noticed how her blue eyes sparkled…

"Wes?"

"Huh? Oh, yeah, I'm fine, Zoe. Just nervous," he said, cursing himself for stuttering.

She giggled a little. "That's okay, Wes; we all are."

She beamed at him, a radiant smile on her features. Wesley knew he had a giant crush on the girl before him; his mom made fun of him for it nonstop. So did his little sister, for that matter.

"All right, cadets!" called Numbuh 545. "Your assignments are as follows… Cadet Flaron, you are assigned Numbuh 6 of Sector F!"

"Hey, that's pretty cool," said Zoey, smiling shyly. "I didn't think I'd get an assignment in Sector F." Wesley wrapped an arm around her shoulders and gave a quick squeeze, before pulling away quickly, feeling heat on his face. She gave him a peculiar look, before shrugging.

"Cadet Hapray, you are assigned to Numbuh 24.5, Supreme Leader of the Kids Next Door."

Jaws dropped everyone, and he felt slightly self-conscious as the gaze of every cadet in the small cave where they trained turned on him. He pointed at himself, mouth open in a silent question. Realizing how undignified this looked, he straightened and nodded.

Inside, he could barely believe it. As far as he knew, no one had ever been the protégé of Numbuh 24.5, not even when she'd been a field operative. He wasn't sure if he should count himself lucky, or be completely afraid.

After a few minutes of waiting, Numbuh 545 said, "Dismissed! Everyone must now go find their various assignments, on the double."

Cadet Hapray swallowed, and steeled himself to meet his new mentor as he dashed out of the room.

As he hurried down the hallway, he nearly crashed into a redhead teen. "Watch it, boy!" she bellowed as he ran past her. That was odd; he'd never seen her before.

* * *

"R-r-rachel?" Numbuh 1 spluttered, receiving what was probably his worst shock yet. "But what… how… _why_…"

The gaze with which she regarded him held no pity; the brown eyes that used to be warm and friendly (unless she was berating him) were glaring at him with such force that he was sure she could've blasted him through the wall behind him. Her blond hair, which was normally neat and short, had grown out a little, and now looked ratty and disheveled. He knew what the black suit she wore was now: it was the same thing she used to wear back in the E.L.I.T.E. squad.

Her posture hadn't changed; she still held herself the same way, and she still had that look that every Supreme Leader had. He could even see that both Numbuh 24.5 and Rachel had that steely glint in their eyes.

And she completely ignored his rambling.

Turning to Numbuh 24.5, she asked her, "How will we get him to tell us what we want to know?"

Numbuh 24.5 scowled. "If you're thinking torture, get it out of your head now. We do not torture our fellow kids- or in this case, teens."

Rachel actually looked a little taken aback that Numbuh 24.5 would assume she was thinking that. "No- that's not what I meant. I meant that he might not tell us anything."

"Well, that depends," said Numbuh 24.5. "Will you answer our questions, Numbuh 1?"

Recovering from his shock, he considered this for a moment. Numbuh Infinity had not specifically order him not to give away any of the GKND's secrets, so he was free to tell them whatever they wanted. Plus, he was starting to lose his confidence in Numbuh Infinity's capability to do the right thing.

"I'll tell you whatever you want to know," he said sincerely. Numbuh 24.5 looked relieved, but Rachel's face remained impassive.

"What is the Galactic Kids Next Door's next move against Adlenir?"

He blinked at her several times, surprised at her bluntness before answering to the best of his ability.

"I can't give you details," he replied, and there was genuine regret in his voice, "But there definitely will be an attack on this planet at some point. As I said, I don't know anything apart from that."

"Green," said Numbuh 24.5, looking down at a device she held in her hands.

"Where has Numbuh Infinity imprisoned Numbuh 60?"

He swallowed, slightly nervous at the way she was almost drilling him with questions. "I don't know for sure… my guess is somewhere in the main prison block, where people won't noticed him too much."

"Green."

If Rachel was surprised by his honesty, she didn't show it. "Are you aware that Numbuh Infinity is actually the Supreme Leader of the Galactic Kids Next Door?"

"_What?_"

"Green."

"But that's impossible!" he cried. "Numbuh Infinity's the ambassador, not the leader!"

"Wrong, Numbuh 1," said Numbuh 24.5. "Rachel's been utilizing her spy skills on the Galactic Kids Next Door for some time now, and all the orders given trace back to Numbuh Infinity. He just uses his ambassador thing as a cover for who he really is. From what Rachel has observed, everyone's in the dark about it."

_Well,_ he thought, _that would explain why he's always so self-assured._

"Are you aware that the Galactic Kids Next Door are actually the ones who sabotaged the computer of your tree house to fall in love with you, thereby severing any connection you had to Lizzie Devine?"

He just stared at her this time.

"Are you guys trying to make me join you?"

"Yep," replied Numbuh 24.5, sounding perfectly serious. "Although Rachel would rather see you thrown in one of our cells." At these words, Rachel shot her a dirty look, which didn't seem to faze Numbuh 24.5 at all. "We do need help from an experienced operative such as yourself, you know. I believe that your assistance would be invaluable."

Suddenly, another kid sprinted into the room, saluting rigidly. "Cadet Hapray, reporting for duty, sir!"

Rachel looked confused, but Numbuh 24.5 smiled hugely. "Cadet Hapray, good to see you! I presume that, if you're here, Numbuh 545 gave you your assignment?"

"He did, sir!"

"Excellent," she said, still smiling at the eight year old cadet. "I'm in the middle of an interrogation at the moment, but you may observe if you wish. Please keep any noise at a minimum."

"Yes, sir."

"Oh- hold on a moment, Cadet Hapray," she said. "I suppose introductions are in order. This," she said, indicating Rachel, "Is Numbuh 362, former Supreme Leader of the KND on planet earth and E.L.I.T.E. spy for me. The boy in the chair is Numbuh 1, field operative of the Galactic Kids Next Door."

The boy looked alarmed at the mention of the GKND, but he nodded and sat in a corner, his eyes bright with curiosity as he watched the proceedings. Numbuh 1 wondered why there was even a cadet there in the first place.

The rest of the interrogation went by without much incident, with Numbuh 1 answering the question to the best of his ability. Numbuh 362 (he realized that she was still an operative while on this planet) remained passive throughout. Still, it felt like the questioning took forever, and he just wanted to get away from her chilling gaze.

"Come on, Cadet Hapray," called Numbuh 24.5. "I'll show you where my temporary office is…" The kid followed her with quiet dignity, something Numbuh 1 admired. All at once, he was alone with Rachel.

She made to exit, but before she could he asked, "Rachel… why do you hate me?"

She froze when he asked the question. Without turning around, she answered, "If you weren't so blind, you'd know the answer already."

With that, she left, not even looking back.

However, a scream from somewhere not far off caused her to hurry back in.

"Come on!" she yelled, grabbing his arm. He was pretty sure that it was Numbuh 24.5 who had screamed.

* * *

"WHAT is HE doing here?" screeched Numbuh 24.5, fire practically spewing from her ears. The two guards holding the teen between them gulped simultaneously at their leader's fury.

"W-we're sorry, sir!" one of them said nervously. "He turned himself in."

Remembering that she had an eight year old under her care, she did her best to calm down. She thought she would never see Jasper Ranson- a.k.a. former Numbuh 456- again. She glared at the black haired boy only one year older than her, irked to see him completely calm.

"Very well then," she replied, getting back into leader mode, "You are dismissed. I think I can handle this _coward_"- he flinched at that word- "on my own."

Just as the guards were about to leave, Numbuhs 1 and 362 burst into her office, panting.

"We heard you scream, sir," said Numbuh 362, saluting her.

Numbuh 24.5 shrugged. "It's nothing major," she said. "Just an unfortunate blast from the past. I'll soon have him decommissioned and sent home to his mommy."

Numbuh 1 frowned, and she could see the suspicion beginning to grow on his face when he looked at Jasper. "Is that Numbuh 456?" he asked.

"Not anymore, Numbuh 1," said Cadet Hapray grimly, answering for her. "He broke the rules of the KND. He can't be an operative anymore. In fact, he shouldn't even be aware of its existence."

"Look," said Jasper, beginning to look irritated. "I don't know how I got my memories back, they just sort of… came to me. I want to help!"

Numbuh 24.5 looked over at Rachel and Nigel. "Did you hear something?" she asked dryly. "Guards!" she called again. They came back in, looking away from Jasper in disgust as they prepared to drag him away. Before they could, however, he stated something else.

"I know about your fight with the GKND."

That made Numbuh 24.5 sigh. Suddenly, she felt incredibly tired, and she was forced to wave the guards away a second time. She glanced over at where Numbuh 362 and Numbuh 1 stood. Her protégé stood with them, looking unsure as to what he should do.

"I want you guys to leave as well," she said, not caring if she sounded rude. "Cadet, you may ask Numbuh 362 anything you'd like to know about my position as Supreme Leader. She'll most likely know the answer."

"Okay, sir," he said with a shrug, following them out of the small little cave that was her office. Numbuh 24.5 waited until their voices receded down the hall before turning back to the intruder.

"All right, how much do you know?" she asked, glaring at the fifteen year old. If he thought she would ever forgive him for what he had done- or rather, what he hadn't done, he was sorely mistaken.

"All I know is that you're practically at war with an intergalactic organization that seems to be hell-bent on eliminating you," he said with a shrug. His dark blue eyes stared at her with curiosity, clearly wondering what her reaction would be. "The enemy most likely has more advanced 2x4 technology than you do; you're going to need all the help you can get."

She glared at him, but could not ignore the truth in his words. She paced back and forth in front of him, the desk that she had placed in here behind her. "There's no way we can trust you to do the right thing," she said.

"I know," he replied; Numbuh 24.5 nearly shook with fury at how he didn't sound guilty at all. "But you may have to, Marcela."

"_Don't call me that!_" she shrieked, making him wince. Inside, she cursed herself; she really needed to be able to keep her cool in front of him. Taking several deep breaths, she somehow regained her composure.

"I didn't have a choice, you know," he said, more softly now. "I didn't want to run, but I had to."

She trembled in rage. "You left us all to die," she hissed at him.

"You think I wanted to?" he asked, louder now. "You think I wanted to leave you behind? She threatened me! She told me that if I didn't run, didn't humiliate myself, she'd kill you, Marcela."

Numbuh 24.5 frowned over at him. "What are you blabbering about?"

He exhaled slowly, meeting her eyes again. "Look, just hear me out, all right?"

In answer, she sat on the edge of her desk, gesturing for him to continue.

"You've heard of Numbuh 501, right?" he asked.

"Who hasn't?" she answered. Numbuh 501 was a legend among the Kids Next Door for being the leader to save kids all over Adlenir from total agefication. At only eight years old, the girl had taken charge, beating back the evil adults and bringing peace for the first time since the KND's establishment.

"Well, the Dark Teen was her." Ignoring the skeptical look she shot him, he continued. "There's a side to the story that most people don't know about… she was an excellent leader at first, but later she started going a little crazy. People said she had mood swings- one minute she'd be screaming at her subordinates, the next she'd be giving away candy to them. Her orders were random and didn't really have anything to do with fighting adult tyranny whatsoever. So the head of decommissioning at the time decided that it was best to take action.

"Numbuh 501, of course, did not take kindly to the idea; however, the decommissioning squad managed to overwhelm her and remove her DNA from the code module. Unfortunately, she managed to escape while on the way to chamber where she'd lose her memory. She disappeared for a long time, never to be seen again- until two years ago."

"Why would she want to discredit you?" snarled Numbuh 24.5.

"Because," he answered, "The head of decommissioning who stopped her was my older brother. She thought that through punishing me, she'd be punishing him too. She confronted me while I was in the Supreme Leader's office- how she got in undetected, I'll never know- and told me that she knew of the mission I was planning with Sector F against her. She told me that she wouldn't hesitate to kill you, specifically, if I didn't make a fool out of myself. So I did."

"She was already killing me," spat Numbuh 24.5. "I could barely breathe at the time. It was a miracle that I managed to get her away from me."

"She could've killed you a lot faster; she could've snapped your neck."

Numbuh 24.5 sat in silence for a few moments, taking all of this in. Jasper seemed honest, but she was far from forgiving him. Still…

"Okay, you can help us," she muttered. "But as a regular operative; no special treatment whatsoever. And if I so much as get a hint of betrayal from you, Numbuh 914 won't have to do his job, because I'll decommission you myself."

"Fine," he replied, looking relieved. He paused for a moment, before saying, "So you've taken a cadet, then?"

She nodded curtly, and then whipped out her communicator. "Numbuh 842, are you busy?" she asked. "No? All right, we have an old operative wanting to help us; would you mind showing him where the majority of operatives are sleeping? Thanks." She turned back to Jasper. "You can wait in here for her to come. In the meantime, I have some business to attend to."

She pressed another button on her communicator. "Hey, Numbuh 362. Please escort Numbuh 1 and Cadet Hapray to Lower Meeting Room A. I'll be there in a little while with Numbuh 3 AM, Numbuh 842, Numbuh 914, and Numbuh 86."

* * *

It turned out to be a council of war. Numbuh 362 could see that the majority of discussions took place among the elvens; all she did was add a suggestion here and there. Numbuh 86 had quickly gotten along with Numbuh 914, seeing as how they were both heads of decommissioning at some point.

The meeting was adjourned after about an hour. Wesley Hapray went off on some assignment for Numbuh 24.5, while Numbuh 3 AM and Numbuh 842 went off to inform the many field operatives about their plan. In the end, Numbuh 24.5 had made the decision to hit the GKND first, and to hit them hard. Numbuh 1 was ultimately on their side now, and agreed to lay out a tactical readout of the space station that was the base for the Galactic Kids Next Door.

Numbuh 86 was told to assist Numbuh 545 in cadet training, while Numbuh 914 was told to take care of various tasks. As for Numbuh 362 herself… she had to be the one to fill in Numbuh 1 on whatever he wanted to know about the Kids Next Door on Adlenir. Numbuh 24.5 seemed to trust him, but Numbuh 362 did not.

"How is this place even big enough the house the entire organization?" he asked as they headed down a long tunnel, lit by makeshift light bulbs.

"It's a giant system of caves that stretches almost halfway across the continent," she replied curtly. "There are hidden entrances all over the place; we're only taking up a small part of it." Turning right, she entered a computer lab. It was deserted; all of the science geeks were getting some sleep, under Numbuh 24.5's orders. Rachel had no doubt that if it had been up to the nerds themselves, they would still be doing their research right now.

Numbuh 1 stood beside her in silence for a while, as she typed furiously on the computer. She wished he would go bother Numbuh 24.5 instead of her.

"Are you alright, Rachel?" he asked hesitantly.

Clearly, he didn't expect her response to be a mirthless laugh, because he looked almost taken aback. "Alright?" she asked. "Why would I be okay?" There was a dark amusement in her eyes. Then, suddenly, she felt something break inside her. All the hard resolve she'd had in her latest missions, all the emotion she'd bottled up inside these past years came pouring out.

"How could anyone expect me to be fine?" she asked again; this time her voice shook. "The best operative earth had vanishes. Ha! Only Sector V really got to see my reaction to that. Did I show it to anyone else? NO! And why not? Because I was the frickin' Supreme Leader, the person everyone respects but never wants to be friends with. Could I act all depressed, just because of one operative? Of course not, because then I would barely be able to hold them together. Even after Numbuh 5 took over… I could never be me. So no, I am most certainly not all right."

She didn't even notice her fists were shaking now. No, no, no, this wasn't what she should be saying to him!

"I had to leave, you know," he remarked. He sounded like he was desperately trying to convince her. "It was for the good of kids everywhere"-

"Really? And yet here we are, fighting against the very force you sought to aid not so long ago."

Now she was making him angry, and she felt slightly satisfied to see his eyes narrow. He opened his mouth to say something, when someone walked in the door.

"Whoa…" said Jasper, staring at the both of them. "Uh… yeah, I'll just be leaving now." Not wanting to get involved, he quickly hurried out of the computer lab.

* * *

"What is it, Numbuh 257?" asked Numbuh 24.5. She was trying to go fetch a sleeping bag so that she could crash for awhile, but as always had no such luck in that category.

He held out one of the many recording devices they had planted throughout the cave system, to maintain security. "I think you should listen to this, sir. It's… rather important."

She frowned, but pressed the playback button. At first, the voice was distant, but it soon came into focus.

"… capturing her would be difficult… excellent martial arts skills…"

"That does not matter," came a second voice, which Numbuh 24.5 recognized as Numbuh Infinity's. "Rachel McKenzie is essential if we are to be victorious. The time has come to reveal yourself…"

Numbuh 24.5 knew what this meant. Two things: one, there was a traitor in their midst. Two: Numbuh 362, wherever she was, was in great danger.

She took off, ignoring the alarmed voice of Numbuh 257 behind her.

* * *

Jasper headed down the tunnel, searching for another computer lab to research what he was looking for, when a blue blur whooshed past him. He sighed, reaching out to catch the person's arm.

Numbuh 24.5 gasped for breath, trying to rip herself free. "362!" she panted, eyes wild. "Where… is she? Danger…"

He pointed back in the direction of the computer lab, and followed her as she ran towards it. "But I wouldn't go in there, she and Numbuh 1 are…"

They reached the entrance, which revealed Numbuh 1 and Numbuh 362. For a moment, he and 24.5 froze in shock.

"…fighting," Jasper finished, staring at the scene before him. "Or… I guess making out works too."

Author's Note: Couldn't resist the 1x362 goodness! Yep, Rachel was spying on the Galactic Kids Next Door of her own accord, until she found out about Numbuh 24.5 making an enemy out of them, and she decided to help. Jasper has returned, and that means trouble for Marcela…

And who is the traitor?

Anyway, please, someone review. So far, it seems like only one person has been reading this story. I'll keep writing no matter what, but still. Even one word reviews are accepted! Just please review!


	3. Chapter 3

Numbuh 24.5 had expected something to happen between Numbuh 1 and Numbuh 362, but kissing each other hadn't exactly been on her list. However, she could care less at the moment; they had a real situation on their hands.

"Ahem," she said loudly, causing the two to jump with surprise. They detached immediately, Numbuh 1 looking more shocked than anything, while Numbuh 362 looked furious with herself. They did, however, have one thing in common: their faces were redder than tomatoes.

Both opened their mouths to speak, but Numbuh 24.5 beat them to it. "There's a traitor in Adlenir's KND, Numbuh 362. They're after you."

Numbuh 362's eyes narrowed slightly, but she didn't look the slightest bit nervous. "Do you have a plan?"

The gears in Marcela's brain were already whirring; she had some idea for protecting Rachel. The pieces were already beginning to fall in place, and she was certain that she could thwart Numbuh Infinity's intentions.

"Right," she said, drawing herself up. "Numbuh 1, please go find Cadet Hapray; I want him in my office in half an hour. Jasper, tell Numbuh 842 that I've ordered a lock down. Numbuh 362, come with me."

She whipped around, not bothering to see if Numbuh 362 was following her or not. She felt slightly nervous- but then, every operative was when they went to see him.

She practically speed-walked out of the computer lab, but slowed to a more leisurely pace once out in the passage. Rachel caught up on her right, her expression now neutral. Numbuh 24.5 regarded this with some amusement.

"You don't need to be at attention now, Rachel, and you're welcome to call me Marcela; you've earned that privilege," she said to her, smiling slightly. "I haven't been able to have a simple girl-to-girl talk in ages."

Numbuh 362 grinned back at her. "Believe me; I know what that's like."

"So, Rachel," said Marcela, trying her best to sound innocent; in truth, she was doing her best not to laugh. "Any reasons for what happened in the computer lab?" A small giggle escaped her; it was a relief not to have to act strict for once.

She enjoyed the sight of Numbuh 362 spluttering indignantly. "_He_ kissed me," she muttered, looking away.

"I'm so sure that's what happened," said Numbuh 24.5 sarcastically. She knew that if Numbuh 1 had really been the only one acting on his feelings, then she and Jasper wouldn't have had time to walk in on them kissing.

Rachel scowled at her. "Like you wouldn't do that with Jasper."

That gave Marcela pause. She froze for a moment, long enough for Numbuh 362 to continue.

"It couldn't be more obvious that you're crushing on him. You don't get that mad at a guy- even if he was a coward- unless you seriously like him. He's the only one who ever threw you off balance."

Numbuh 24.5 thought about that for a moment. It was true; after working under Jasper as his protégé, she began to develop feelings for him. Since she had entered the Kids Next Door training program late, she was only a year younger than him. At first, it had been a simple admiration of him. All the girls had had it; he was the dashing Supreme Leader, after all. Later, however, it became more personal- she started to notice things about him that she'd never seen before, and she had felt like she knew him more than anyone else.

She began to notice how his jet black hair fell slightly over his eyes, and that he'd constantly run his fingers through it when he was impatient. She saw how his sapphire eyes flickered with amusement whenever one of the younger operatives reported to him nervously, afraid of embarrassing themselves in front of their supreme leader.

She noticed that when he laughed, it only seemed real one out of five times.

The thought saddened her a bit; she knew herself that as leader of an enormous organization of kids, she had to hide her emotions the majority of the time. She wasn't allowed to have nervous breakdowns, she wasn't allowed to cry, and she wasn't allowed to joke around. People admired her for this, but she had very few real friends. Rachel seemed to notice her sudden silence.

"He broke you, didn't he?" she asked quietly. "When he turned coward."

Marcela shrugged. "More like he made me… stronger, at least on the outside. I became so determined to never be like him, to be an honorable leader for the Kids Next Door. His disgrace gave me the strength I needed to deal with being Supreme Leader."

"But it hurt you, too," said Rachel, her brown eyes never leaving Numbuh 24.5. Marcela almost found her stare unnerving.

"I suppose so," she replied slowly, aware of how tired she suddenly was. "Just like Numbuh 1's departure hurt you."

Numbuh 362 didn't try to deny it this time; instead, she just nodded, her head bobbing up and down. Marcela smiled slightly.

"At least the two of us can relate," she said, clapping Rachel on the shoulder. Glancing around, she became aware of their surroundings, realizing that they had arrived at her destination. A small cave entrance was off to the right, with a curtain draped over it. Numbuh 24.5 was aware that the inhabitant enjoyed working in the dark.

She composed herself, pushing away her previous feelings of remorse and putting on her leader's face. Any signs of weakness in front of him only served to amuse him, something she found rather irritable.

Numbuh 362 seemed to notice her sudden change in expression, and changed her own to become similar. Numbuh 24.5 pushed aside the curtain mercilessly, letting the torchlight flood the small room.

The twenty year old young man cowered, jumping behind his desk in panic. He only peeped at her after about a minute of heavy breathing, his wide gray eyes slowly focusing on her, eventually recognizing her face.

The man straightened at once, brushing off the ratty sweater he wore, and saluted. "Numbuh 24.5, sir." He cocked his head to the left, narrowing his eyes at Numbuh 362, who Marcela heard shift uncomfortably under his gaze.

She knew that he disliked small talk, and was about to go straight to the point when he strode around the desk and walked right up to Rachel. Numbuh 24.5 had nearly forgotten about his need to inspect people when he first met them.

"Small signs," he said as he walked slowly around her, frowning. "The black attire you wear suggests that you're a reconnaissance agent of some sort… hair is uneven, suggesting that you've cut it yourself and therefore have been alone for a long time. You hold yourself in the same way Numbuh 24.5 does, suggesting you understand the burden of leadership and have practice hiding your emotions."

Marcela was impressed; Rachel didn't show any sign that she was unnerved by his analysis, apart from a small flash of surprise in her eyes.

The young man stepped back, then chuckled. "I like her."

"I am here because there is a traitor in the Kids Next Door," said Numbuh 24.5. "I want you to hunt them down, Numbuh 650."

Numbuh 650 already looked bored. "Is that all?" he asked, his voice crisp and intelligent. "I was hoping for a more… difficult case- a missing operative, perhaps. A traitor is quite simple."

"You already knew about the traitor, didn't you?" asked Numbuh 24.5, frowning slightly.

Numbuh 650 blinked several times. "Of course I did, but how did you know?"

"Your eyes narrowed slightly," said Marcela, aware that she sounded like she was reading a list. "This constitutes that you recognized what I was talking about. Also, you were not working on a project as we entered, indicating that you were instead giving the matter quite a bit of thought."

"You have learned a thing or too, Supreme Leader," he praised, looking impressed. "Your observational skills have grown."

Numbuh 24.5 nodded in acknowledgement, trying not to show how surprised and pleased she was; it was difficult to receive a compliment from Numbuh 650, even on his good days. That day didn't seem to be good or bad for him, really. Just as he had said, it was boring.

He looked from one person to the other, raising an eyebrow. "Well," he said, "Anything else I am required to do?"

"Actually, yes," replied Marcela. "Tell me everything you know about the origins of the KND."

* * *

Shadows were his ally this time; it was ironic, how before he used to put himself in the spotlight so often, doing everything he could to get the attention of his superiors. Some might call him a typical power-hungry moron, who was greedy enough to betray any friends he ever had in order to seize the position of Supreme Leader.

He merely saw himself as the savior of the Kids Next Door on Adlenir. Numbuh 24.5 was ruining the organization by standing up and fighting the GKND. He would've done the smart thing, and allied with them- but nooooo, he couldn't give an opinion, could he? He didn't matter to anyone anymore.

The challenge had yet to pass; Numbuh 362 still roamed free, rather than being in a prison cell at GKND headquarters. He was confident, however, that the mission could be carried out, seeing as how no one seemed to know about the presence of a traitor in the Kids Next Door.

He glanced down at the old prototype weapon gripped tight in his fist. He had always carried this, ever since he'd seen it in use that one day. In his opinion, it had been a stroke of luck- the day when he began his revenge against the girl who had always eclipsed him.

He planted it, the galactic timer attached in order to override the timing system already in place inside the bomb. He dashed away, thinking:

_Phase one:_ _complete._

_

* * *

_"The beginning of the Kids Next Door is a tricky subject," said Numbuh 650, speaking carefully and delicately as though he was afraid the words would break. "Few know the entire story; even I am unaware of the whole truth. However, I believe that this is how it goes.

"There was a girl. Not too young, not to old really. Brilliant, genius, that sort of thing. Back then, adult tyranny was fought by small, local groups. There wasn't yet a worldwide threat at the time, and all the teams found it difficult to cooperate anyhow. This girl- her name is unknown- was merely taking a walk in the park. She was a part of one of those smaller factions, but she was just a common fighter. She often hid her intelligence; her mother used to imply that it made her sound insane. She could remember everything- every tiny detail of her life, and it drove her half-mad.

"Once in the center of the park, a remarkable occurrence happened. The girl went to sit by her favorite tree, and lying between the roots was a book- the book of KND."

"Hold on a moment," said Numbuh 362, frowning. "The book of KND was found by Numbuh 0 on _my_ planet, not yours."

Numbuh 650 opened his mouth to argue, but Numbuh 24.5 cut in, impatient to hear the rest of the story. "Then there are probably many copies of the book, Numbuh 362. Please continue, Numbuh 650."

He sighed and nodded, beginning to speak animatedly once more. "As she was reading through it, she was attacked by A.K. members- the acronym stands for, 'Against Kids'. Thankfully, several of her teammates happened to be nearby, and they fought. The adults didn't want her to have the book, and were hell-bent on destroying it there and then. The girl read as fast as she could, but before she could read the last page, a stray laser burned the book to cinders. Thanks to her gifted memory, she was now- effectively- the book."

Marcela slapped a hand to her forehead. "That explains why we don't have the same decommissioning rule as everyone else. She never read about it."

Numbuh 650 raised an eyebrow; a perplexed look came onto his face. "Is that why you even asked?"

"Among other reasons, yes."

"Very well… she gathered the fighting group she belonged to, and proposed her plan to them. Their leader at the time was an intelligent kid, and agreed give the Kids Next Door a chance. He realized that if it succeeded, it would be better for children everywhere. So he sent messages to every major leader on the planet, requesting that they meet peacefully in the very caves that we now inhabit.

"The meeting was lengthy and arduous, but the rewards were great. Her leader managed to convince all of the groups to band together, except one rather large one. They insisted that they worked alone, and didn't need any assistance from others. A sudden attack by their enemy adults, however, convinced them to band together in order to defeat them. And that was that. Typical story of unity, wouldn't you agree?"

Marcela chose not to answer the question, knowing that he would simply begin to rant on about the subject. Numbuh 650 looked slightly amused, as though he knew exactly what she was thinking.

Without so much as a goodbye, she wheeled around and left. She didn't need to check and make sure that he would do the task assigned; he solved all the cases she put before him out of pure boredom. Rachel kept her neutral face on all the way into the hall, before it crumbled away into a completely bemused expression. "What was with him?"

Numbuh 24.5 sighed, letting her relief creep back onto her face. "Numbuh 650 is of an… unusual character. Let's just say that he's seen some things that are better left unmentioned, and it had a strange effect on him."

Numbuh 362 didn't pursue the subject, a fact that Marcela was grateful for. Everyone was a little uncomfortable talking about his past, and she could remember a time when he used to go on missions. He'd been a good operative, until his sector leader reported that he'd somehow made the adult they were fighting scream with insanity. She had decided to retire him from field work after that incident.

Jasper awaited them up ahead, his face full of the old seriousness that he'd had back when he was in her position of power. Recalling her conversation with Numbuh 362, Numbuh 24.5 could feel a blush beginning to creep up on her cheeks. Stoically ignoring it, she stopped and waited for him to report.

"The lockdown's been initiated," he said, saluting her. She could feel his eyes searching for her own, and forced herself to meet his gaze. "Hannah's worried, but she's waiting for your orders."

"I'll find Numbuh 86," said Rachel quickly. She flashed a smirk at Numbuh 24.5. "I haven't gotten the chance to talk to her in a while."

Marcela sent her a 'you're going to pay for this' look, which Numbuh 362 promptly ignored. She wondered if she was the only one who felt the tension increase as Rachel left; it was odd how just the presence of one other person could balance out her nerves. Was it a coincidence that she was suddenly having difficulty breathing?

For a moment, she and Jasper stood in silence; then she began to walk at a brisk pace. Her companion's long legs allowed him to easily keep up, and she thought she saw him glance at her out of her peripheral vision. His hands were shoved in his pockets, the picture of a typical teenager, except she knew that he wasn't typical at all. Being the leader of the Kids Next Door made you stand out, even to people who had no clue what you were.

The return trip to the office went at an agonizing pace. She couldn't tell if he wanted to speak or not, so she just kept her own mouth shut. She didn't trust her voice not to shake if she said something, and she was not about to show weakness. Especially in front of him. She clenched her fists, trying to ignore how sticky they were. She let a curtain of her hair fall between the two of them, glad that it was long.

They met a few operatives along the way. Those who were older and recognized their former leader shot glares at him; the rest just sent confused looks toward their current supreme leader.

Marcela wondered what people would think if they knew she was on speaking terms with him.

About five operatives awaited her in her office; she shooed them away when she learned that they had nothing useful to say. Most of them sent Jasper dirty looks on the way out, and one person even bumped into him without so much as an apology; she wasn't sure whether she wanted to thank the operative, or send him flowers.

Their receding voices died quickly; sound didn't travel here like it did on the moonbase. Jasper once again gazed at her intently, and Marcela tried her best to ignore it. However, she was forced to as he abruptly asked a question.

"Anything else I can do?"

Sapphire eyes met emerald, and she felt like she was drowning, but managed to surface in time to speak. "Not at the moment," she said, nearly sagging in relief when her voice didn't break. Even Numbuh 362 was wrong now, she realized; she was way past crushing on him.

She wished she had an excuse to walk behind the desk and look away from him. This was possible on the moonbase; there, the back wall of her office was glass, and she could see all of the traffic coming and going. It would have been a sight that soothed her, had it actually been there.

She couldn't deny that there was a spark between them, and yet at the same time, she had to. She had the Kids Next Door to look after, and they were in the middle of a war. To begin a relationship now would be disastrous. And, of course, there was the likely fact that he didn't feel the same way.

She felt sick at this thought.

"You aren't okay," he stated quietly. Why couldn't she still hate him, like she did earlier? This thought angered her, and gave her the strength for a reply.

"And you know this… how?" she asked sarcastically. "Got any mind reading powers lately?"

He winced at her dry tone, and gave a sheepish smile. "I suppose I deserved that one."

"You suppose correctly."

The silence returned for a bit, with Marcela studying the cave wall in front of her. She didn't know why she suddenly found all the scratches and bumps fascinating, but each one seemed to stand out to her. She thought she heard Jasper move, but she wasn't entirely sure. At last, she managed to wrack her brains enough to think of something for Jasper to do.

As she turned around, however, the unexpected happened. One might think that the supreme leader always has to expect the unexpected, but there are exceptions to that rule. Jasper did move around, and Numbuh 24.5 didn't imagine it. The result?

Their lips collided.

Her reaction should've been instantaneous. Her logical side was screaming at her to push him away, but it was quickly drowned out by the flood of emotions rushing through her. Jasper didn't seem to mind at all; if anything, he pulled her closer. Her own physical reaction surprised her even more, as she wound her arms around his neck. For a moment, there was nothing in her mind; all her worries about being Supreme Leader were wiped clean, and it was just her and him.

For some reason, it was that thought that kept her from indulging completely in the intimacy of their contact. She had a monstrous group of kids to look after, who needed help. Did she have time for her own personal desires?

At that moment, they broke for air. She was drowning in his eyes again (why did they have to be such a beautiful blue?), and his whisper sent shivers down her spine. "Marcela…"

The words didn't come out of her mouth, but they burst into her mind with a force she'd never felt before. _DON'T CALL ME THAT!_

It wasn't her name. Not here, not now.

She pushed him away- gently, since some part of her was telling her to take pity on him. Still, she wasn't sure who she was angrier at- him, or herself. To her surprise, he didn't take her moving away as badly as she thought he might. Instead, he looked at her almost sadly. She tore away from his gaze and walked (struggling not to run) from the room, trying to ignore the euphoric feelings she was currently experiencing in her gut.

* * *

Preoccupied was a word that could describe Numbuh 1 at the present time. Others would be worried, angry, impatient, and anxious. Of course, if Numbuh 362 knew that he was worried about her, she'd probably yell at him for thinking she couldn't take care of herself.

It had taken him a little while to find Wesley Hapray, who had been busy taking notes on some drill simulations going on in one of the larger caverns. From what Nigel could see of his notes, he was the kind of person who didn't like to leave out any details. Hapray didn't protest as Numbuh 1 led him out, despite the fact that his notes were incomplete.

The memory of Rachel came up once again, and he subconsciously lifted up a hand to his face. He still wasn't sure what happened- one minute they were yelling at the top of their lungs, the next they were kissing. He couldn't remember- did he always feel this way for Numbuh 362?

He thought of all the times when she had contacted him for mission reports, debriefs, or sometimes lectures. Yes, his heart had beaten the slightest bit faster when she appeared on the screen, but he had constantly brushed it aside when he turned thirteen. Merely a minor childhood infatuation, he thought; nothing more. Yet each day that had gone by in the Galactic Kids Next Door had had at least one time when he'd be thinking about Rachel. She'd tasted like mint when they'd kissed earlier.

A breathless Numbuh 24.5 suddenly rounded the corner, looking dazed. Cadet Hapray was immediately at her side, looking concerned. "Sir?" he asked. "Are you alright?"

She straightened and looked more like her old self again. "Just fine, cadet. Are you aware of the time?"

It took a few moments for Cadet Hapray to realize what she was saying, while Numbuh 1 instantly felt a sickening feeling in his stomach. The lookouts had confirmed that a new day had begun, and today Numbuh 24.5's plan went into action.

They would be commencing their attack on the GKND. He had just noticed how every operative was now sprinting about, either shouting out orders or following them. Nigel wasn't sure how he felt about going into battle against the organization he had sworn to fight alongside, but he had always done what he felt was right.

This definitely fit into that category.

"Numbuh 24.5…" A new voice popped up, one that raised the hairs on Numbuh 1's neck. He turned to see an _adult_ (of all things!) striding toward them, a smirk was on his face, and he held a kicking and struggling Numbuh 545 in his grasp.

"Here you go," he said, shrugging. "My methods will remain a secret."

Numbuh 1 saw the flash of shock and pain in Numbuh 24.5's eyes, but she mostly hid it. "Thank you, Numbuh 650," she said. "I'll handle it from here." The adult dumped the operative on the cave floor, still smirking with triumph, and wheeled away. It was then that Nigel remembered that Adlenir didn't have the same decommissioning rules as Earth; of course there would be adult operatives here.

Marcela now looked down upon the usually formidable operative before her. She felt different emotions churning within her, foremost being anger, hurt, and surprisingly, pity. When Numbuh 545 opened his mouth to speak, she raised a hand, silencing him instantly. Ah, so he did still feel some loyalty to her.

"Numbuh 650 was right when he said that I picked up a few things from him," she began quietly. "I can hazard a guess as to your motives, so I'll just list them now. You feel underappreciated, like you deserve more in this organization. You are jealous of my position, feeling like someone who's such a troublemaker should not have become the Supreme Leader. You feel like your opinion of matters is undervalued. Now, I have a question: you think you're the only one?

"There are others in this organization who have about the same rank as you, and who are treated the same way as you. They do not complain. They do not betray the rest of us. You're a disgrace, Numbuh 545, and you will be decommissioned immediately."

She lifted her right hand, holding her watch up to her mouth. "Numbuh 914, get up here. We have a traitor that needs to be wiped of his memories."

"Right away sir," came the reply. Numbuh 545 looked up, eyes burning in anger as Numbuh 24.5 slowly turned away from him. A few operatives stared at him as they ran past, but for the most part they largely ignored the traitor. Numbuh 1 placed his hand on her shoulder, knowing that Numbuh 545 used to be a good friend of hers.

As for Marcela herself, she just couldn't wait until it was over. She wasn't sure how much more of this she could take.

* * *

The enormous space station that housed the Galactic Kids Next Door was anything but quiet. The ships used for travel flew all around the place, and operatives of hundreds of different species were everywhere.

The preparations had begun, and no one noticed the solitary scamper that landed on one of the outer rings of the station. Two small figures floated out, using the magnetic 2x4 technology to stick to the metal hull. One motioned to the other, who instantly brought forth a small device that looked like a drill of some sort. Space dulled the grinding sound it made, and no one saw the two operatives drop into the corridor.

The shorter pulled off her helmet to reveal Numbuh 362, a smirk on her face. She spoke into her watch communicator.

"362 to 24.5. We're in."

"Good work," was the reply. "Remember your first mission?"

"Crystal clear," said Rachel, still grinning. She wasn't sure why, but sneaking around always gave her a thrill. Beside her, Numbuh 86 pulled off her own helmet.

"Don't know why you're so excited, lass," muttered the Irish girl. "This place is a hellhole. I'd rather be in Father's mansion."

Numbuh 362 sighed. "Sorry Fanny, but you don't know how long I've been waiting for this day."

* * *

On another, less deserted area of the base, Numbuh 1 was crawling through the ventilation passages. He had hoped to falsely display that he was still on Numbuh Infinity's side, but Numbuh 24.5 had pointed out that Numbuh 545 had probably reported his 'betrayal' to his boss.

"1 to 24.5," he hissed, keeping his voice low so as not to alert the strange tentacle aliens marching below. "I'm headed for the main hangar."

* * *

Numbuh 24.5 and Jasper prepared to get in near their objective: the command bridge. Marcela knew that if they managed to capture Infinity, it would make their job a lot easier. She did her best to ignore the awkward silence between them.

"Calling all operatives," she said into her watch. "Kids Next Door, battle stations!"

On planet Adlenir, hundreds of spacecraft zoomed into the sky.

* * *

Rachel and Fanny ran through the station, praying that they wouldn't run into anyone and give them away. The fact that they remain secretive was crucial to the entire mission.

"Wouldn't it have been better if 24.5 had sent the fleet before we snuck onboard?" groaned Numbuh 86. "I never thought I'd say this, but… stupid girl. She's acting like a boy!"

"Quiet, 86," said Numbuh 362, in the same tone she'd often use as Supreme Leader. "Marcela knows what she's doing." They had finally reached the prison block; Rachel didn't think she'd be back here so soon. "Start searching through each cell for a potential ally."

Numbuh 86 grumbled as she looked through each of the small windows that provided a glimpse into each cell. Most of them didn't even hold prisoners, but she eventually came to a larger room- one that shocked her to the core.

Instruments lay everywhere. Samples that looked horribly like blood were lined up neatly on plain gray counters, which made the horrible scene stand out all the more. Nailed into the wall were cuffs, and the wrists that were scarred against those cuffs belonged to Patton Drilovsky.

Also known as Numbuh 60 of the Teens Next Door.

"Fanny, did you"- Rachel was cut off by her own shock as she noticed Numbuh 60. Her brown eyes widened, and the soda laser almost dropped from her grasp. Numbuh 86 was at the cuffs, trying to pull them from the wall. Numbuh 362 noticed that an encryption code was needed, however.

She wondered if her experience from the 2x4 classes she'd taken back when she was training for the E.L.I.T.E. would be sufficient to hotwire the system. She ripped open the box, studying the electrical cords for a moment before setting to work.

Just then, the room erupted as red lights flashed everywhere. "Intruder alert…"

* * *

"Were we supposed to get caught this easily?" yelled Jasper, shooting his gumball machine at alien operatives wherever he could.

"They were ready for us," Numbuh 24.5 shouted back, just as her splanker slapped another agent straight in what seemed to be a face. Her brown hair was flying everywhere as she put her Ree-Ting skills to use. As Ree-Ting was the main martial art on Adlenir, Marcela had been taking it since she was four. "I did expect that," she added.

"Now you tell me?" Jasper dodged underneath the tentacles of another alien, before kicking it away. His sapphire eyes were alight with concentration on the fight, as he and Numbuh 24.5 fought to get to the bridge. Their progress was slow, but they were waiting on the fleet arriving anyway.

Just then, her communicator beeped. Yelling for Jasper to cover her, she bent over in a defensive position. "Report!"

"Sir!" came the breathless voice of Numbuh 842. Marcela thought she could make out yells and the booms that often accompanied explosions in the background. "Half our ships made it through, and are engaging the fleet stationed at the GKND's base. The other half was intercepted, however."

"By what?"

"We're not sure, sir. Their ships just stopped functioning, and they're currently floating near that asteroid field we passed on the way here. I haven't received any communications from them since we were forced to leave them behind; it's very worrying."

Marcela had more pressing matters on her mind; with only half the fleet, there was a much smaller chance of her and Jasper receiving reinforcements. "Do what you can, Hannah. If you think you can spare some troops and send them on board, do it; if not, use your resources as best you can to ensure that we have enough time to capture Infinity."

"Yes, sir. 842 out."

Grinding her teeth in frustration, she ducked beneath an oncoming blow before jabbing the humanoid attacker just above the collarbone. Her assailant's reaction was unexpected; it shrieked in shock and began writhing. Marcela vaulted over the being using their shoulders.

"Jasper!" she shouted, and he raised a hand to show he was listening. "We need to push through, and fast. Half the fleet's missing, and this needs to get done quickly. I say Maneuver Effing-Important, now."

He punched another alien in what looked like its gut almost casually, and saluted.

* * *

Numbuh 1 held his breath as two of the scientists passed his shadowed corner. Had they known he was hiding there, they probably would've dragged him off for experiments of some sort.

He dove around the corner before they could wheel about and spot him. There was just one more elevator for him to find, and then he'd be in the hangar, where hopefully everyone would be too busy to notice him. He patted the pack that held his cargo, feeling almost feverish excitement. A bead of sweat rolled down his forehead, but he ignored it. It was his job to focus on the task at hand.

Glancing down each end of the seemly endless hallway, he entered the security code that unlocked the elevator. He was extremely thankful that Numbuh Infinity had not thought to change the security systems. There was a slight "ding", and the elevator opened silently, revealing no occupants; Nigel let out a breath of relief at this stroke of luck.

So far, so good. The question was, how long could this fortune last?

When the elevator doors whooshed open once again, the first thing he saw was a blur racing past him. He knew what species that was- a humanoid alien greatly resembling a leopard. Tail and all. More 2x4 pilots ran past, and shouting took place everywhere.

Gulping slightly, Numbuh 1 quickly dashed to a more secluded place, behind several enormous fuel tanks. High tech scampers were landing and taking off everywhere, along with stealth jets and the larger ships used for firing heavy artillery. He reached into his pack and pulled out one of seven items given to him by Numbuh 6, the 2x4 expert of Sector F.

It was, simply, a special version of the mustard bombs that Numbuh 24.5 had made famous when she was just a cadet. This one, however, would create a much larger impact, and was set to go off whenever he chose.

He planted the bombs in places where they were unlikely to be noticed- beneath the trash shoots they used (heck, he even threw one in a shoot), up on high places where he was just able to reach through many climbing days back in cadet training. He was about to set the last charge when the worst thing that could possibly occur happened: he was noticed.

A serpent like alien hissed at him. "You there!" it said, yellow eyes boring into him. "You mussssst get to your assssigned sssssssquadron, thisss inssstant."

Two emotions dominated in that moment: the first was panic that he had been seen, and was now being ordered to go out in a fighter. The second was relief; obviously the pilot didn't know who he was, seeing as how he hadn't really worked in the space travel field.

Deciding that the best thing to do would be to not make trouble, he saluted, trying to remember the names of the many squadrons. Ugh, he just needed to think of one…

Squadron Taffy! That was one; it was one of the stealth fighter squads, but that didn't matter to him. He could pilot a fighter if he wanted to, and it might give him a chance to aid the Adlenir fleet- which was at a disadvantage due to lesser technology.

He hurried over to where the jets were lined up. The alien in charge- another humanoid, with slightly bulbous eyes and a flabby mouth, barely gave him a nod, as he was yelling orders at the top of his lungs. Nigel took this as his go-ahead, and proceeded to climb into the cockpit of one of the stealth jets.

* * *

"Got it!" cried Rachel, reattaching two of the red wires. A sharp click came from the cuffs, and Numbuh 60 slid to the floor upon their release. Fanny did her best to prop him up, while Numbuh 362 pressed a button on her communicator.

"362 to 24.5."

"Need… five… seconds!" shouted a voice from the other end. In the background, sounds of thuds and yells indicating heavy fighting. Rachel could just barely make out the same alarm that rang out in the lab in the background of the communicator too.

Another thud occurred, this one louder than before, and then Marcela's voice rang out. "Yes, 362?"

"The prison block is mostly empty, apart from a few adult villains that the Galactic Kids Next Door apprehended and locked up. We did find Numbuh 60, however; he's in a state of unconsciousness, and looks fatigued and malnourished. We're not exactly sure what they did to him…"

A sigh. "Look, Rachel, I know that you're concerned for his well-being, but the mission is more important. I'm ordering you to move on to phase two; if you want, you can take him with you, but that's a big risk. If it's a choice between completing the mission and his safety… you know which I'd rather prefer."

"It's not going to come to that," she stated firmly.

"I hope not." There was another thud, and the padding of someone sprinting. "Jasper and I are coming up on Infinity; I'm going to have to cut you off."

"Good luck," Numbuh 362 murmured as the transmission ended. Fanny hoisted Patton over one shoulder, holding a mustard gun firmly in the opposite hand. Rachel led the way back out of the lab and down the hall, making their way to their next destination:

The power generator room.

* * *

Upon emerging on the bridge, Numbuh 24.5 was frozen in tracks for a moment by the awesome sight. Jasper was similarly affected.

It was a space with many levels, and had small transport tubes going up and down the bridge. Operatives zoomed through these at eye-blurring speeds. Before them was a giant window that stretched up and down, along the entire height of the bridge. Cubicles were set up on some places, while in others aliens sat wearing headsets, speaking into them in all sorts of different languages.

Jasper looked around, his gaze sweeping the complex, analyzing before acting. "My guess is that Infinity's office would be… somewhere up there?" he asked, gesturing toward the top of the bridge.

"Agreed." She bowed mockingly. "After you."

"Ladies first, I insist," he replied, smirking. Numbuh 24.5 felt a twinge of annoyance, but decided that there wasn't time to argue about it. She ran for the tube, ignoring the surprised cries of the desk operatives. Jasper followed behind her, and she thought she could feel his breath down her neck. She shivered at the thought.

Stepping into the tube, she was instantly caught in the surging updraft. Barely containing a yelp, she tried to make herself stiff and upright, not letting the wind throw her all over the place. Seeing the top approaching, she calculated her distance to the nearest opening. Just as it zoomed toward, she stepped out.

Getting out of the tube was even worse than getting in; she sank to the ground with a groan, the lack of air movement surprising for her body. She just barely managed to dodge out of the way before Jasper collapsed, panting.

"For some reason I always thought that that sort of thing would be more fun, and less painful," he muttered. Marcela helped him up, glancing around. Seeing no other option, she grabbed an operative as they ran past.

"Where's the ambassador's office?" she snarled, pulling the face of the alien close to her own. A part of her felt guilty, as she realized that she was holding a little girl captive. She had mostly humanoid features, though her eyes were cat-like and her skin was purple.

A sudden picture came, unbidden, into her mind. She saw the cadets that were back on Adlenir, the only hope of carrying on the Kids Next Door if this mission failed. This girl was no different; she was just a kid, following orders. Numbuh 24.5 hated to have to scare her like this.

"I-it's over there," she whispered, pointing. "But he won't be there."

Marcela blinked several times, wondering how a simple operative could've known that. Taking a more gentle tone, she said, "Do you know where he went?"

The girl swallowed, and nodded very fast. Her eyes were violet, she noticed, with the unusual slits dividing each iris. Quickly, the girl grabbed her hand and pulled her along. Jasper caught up, a frown on his face.

"Are you sure we can trust this kid?" he asked. "We don't know what she's capable of. We don't even know who she is."

"There's a simple way to find out," replied Numbuh 24.5. Seeing Jasper's disapproving look, she scowled. "I'm not going to hurt a little girl, Jasper. You know that. I have a duty to stop Numbuh Infinity's tyranny, yes, but I also have another duty. I protect kids. It's my job." She looked back at the young one who still pulled her hand. "It's what I was born to do," she added, more to herself.

* * *

Numbuh 1 swerved to the side, grinding his teeth as he managed to avoid another missile. He gasped slightly as he rammed into the side of the cockpit, the force of the swerve bruising his shoulder once again. He could really used Numbuh 2's piloting skills right then.

He could barely keep track of what was going on. Since he had emerged from the hangar in one of the GKND's fighters, the Adlenir KND was attacking him. So far, he'd managed to destroy at least five of the Galactic scampers, but clearly Numbuh 842 was still wary of him.

He just wished that they were on the same communications channel, but the stealth fighters weren't built with the ability to hack into other systems. He'd just have to wait until they hacked into his.

It didn't take very long.

"Enemy stealth fighter. Your action has been confusing, to say the least," came the voice of Numbuh 914, Head of Decommissioning. "Please identify."

"It's Numbuh 1!" he shouted into the microphone. "And I'd appreciate it if you concentrated your fire elsewhere!"

There was a pause, then Numbuh 914 yelled for whatever reason. A moment later, a new voice popped up on the comm. channel.

"Numbuh 1," said Numbuh 842. "Sorry, but we have to be suspicious. You're using an enemy fighter…"

"I didn't have a choice. I've planted the charges, by the way."

"Excellent. Prepare for detonation." He heard her yell for everyone to get clear of the station. "This blast won't be pretty, folks!" she shouted.

_Five…_

Numbuh 1 zoomed back toward the station, a sudden idea occurring to him. The GKND's space forces had by now discovered that he was really an enemy, and raced after him.

_Four…_

He set the thrusters on auto-pilot, before pulling his helmet back over his head. The trigger was clutched tightly in his left hand, and his thumb was shaking…

_Three…_

He caught sight of the hangar up ahead, and slammed on the eject button. He was thrown out of his seat, holding his breath as many other ships flew past him, still following the fighter.

_Two…_

"One," he hissed, pressing the button just as his fighter slammed into the hangar.

The explosion was beautiful and terrifying at the same time, lighting up the sky like a beacon. The spacecraft that had been following his ships were thrown away from the blast like rag dolls. He was also picked up and thrown about, barely aware of where the space station was anymore. He felt slightly sick as his body was rolled around like a rag doll, battered by the explosion.

He hoped that not too many space operatives had… perished in the blast.

* * *

Numbuh 24.5 trotted along as the girl tugged her firmly. She had attempted to ask the operating numbuh of the girl several times, but she had just remained silent throughout, not even looking behind her. Marcela was beginning to wonder if she still knew where she was going when the lights went out, followed by the floor rumbling and buckling beneath them.

Numbuh 24.5 twisted in order to avoid landing on her, but Jasper was not so lucky; he was thrown straight to the ground, with Marcela landing hard on his arm. Her breath went out in a sigh of relief when she did not hear a cracking noise as a result.

Jasper gave her an injured look as they picked themselves up. "You're pretty heavy."

"I find that insulting." She paused, activating her communicator. "Report. Responsible for the explosion?"

"Numbuh 1 was successful," replied Numbuh 842. "We've just picked him up. The idiot ejected from his fighter in order to draw the enemy fleet toward the blast. It's just… I feel terrible, Marcela. Kids and teens could've been…" Marcela heard her swallow, "killed in that."

Numbuh 24.5 felt the weight on her shoulders get just a little heavier. "I know," she replied quietly. "Have the medical team scavenge for any survivors, both enemies and allies. Order the rests of the Kids Next Door to board." Numbuh 842 agreed, and signed off. "Responsible for the blackout?"

"That was us," came Numbuh 362's answer. "We got here to the power generator room, and cut off the supply to the lights. They may have backup generators somewhere, but for now we have an advantage."

"You mean the elvens do," said Marcela, frowning slightly. "You can't see so well in the dark. See if you can find where most of the fighting is occurring, and try to stay unnoticed until you get there."

"Yes, sir."

The girl looked up with wide eyes, and pointed frantically at the door closest to them. Jasper and Marcela shared a look, before they slowly began to stride toward it, weapons at the ready.

"All right," she whispered. "Set…"

Before she could say go, the young cat girl strode straight in. Her chin was up and her pupils were huge, adjusting to the darkness. Marcela felt her own pointed ears quiver as the sound of the girl's footsteps reached her. She followed, hesitantly.

The door slid closed behind them with a slight thump. Numbuh 24.5 was immediately wary; she should've listened to Jasper. Her instincts were screaming that this girl was not what she seemed.

"Excellent work, Numbuh Ar-Ti," came Infinity's voice. He emerged from the shadows, wearing what he always wore: a crisp suit, his sunglasses positioned so that his eyes were not at all visible. Numbuh 24.5 cursed inwardly, realizing how easily she'd fallen into Numbuh Infinity's trap. Much like she and Jasper were doing, he was trying to subdue the leader of the enemy organization.

"They are fools," came Numbuh Ar-Ti's reply. Her voice shocked the two elvens, as it came out deep and mature. She face was neutral as she said this, and her eyes were now cold and calculating. "They were not aware that my species stops growing physically at age nine. For future reference, I am sixteen." Marcela suddenly noticed that she held some kind of device in her hands, which looked more like claws. Ar-Ti wasn't looking at them, and seemed to be speaking to thin air.

"I suppose you're wondering," she began abruptly, "what this is." She held up the small object. "To explain, it is a D.I.R.K., and it isn't like the usual 2x4 technology. This is my custom made weapon." She thumbed a switch on the device, and an iridescent blade protruded from it, shimmering silver. Jasper and Marcela instantly began to back away, realizing that Numbuh Ar-Ti was much more dangerous than most of the GKND operatives they'd encountered so far.

"D.I.R.K. stands for Destructive Incision Render Kapability," she said. "I'd take in that acronym as well as you can; it's the last you'll ever hear."

Without warning, she lunged, blade extended.

* * *

The fighting was thick, and Numbuh 1 was glad that his sunglasses included night vision. Some of the alien operatives were completely comfortable in the dark, while others stumbled around, blind. The elvens were having little trouble, easily navigating through the blackness that now consumed the station.

He fired off from his salsa gun, hitting another of the serpent aliens. Nigel's breathing was heavy, as he had been in combat for longer than most of the others. Numbuh 842's troops and he had been the first to arrive on the bridge, where the many space operatives worked if they had desk jobs.

He almost didn't notice another of his opponents creeping up on him to the left, but someone else did. They were slammed against the side of a cubicle by a staff with a boxing glove and a yield sign at each end.

"It's about time I got some action," muttered Numbuh 362, delivering a kick in the face to another of the enemies. Numbuh 1 couldn't help but admire the way she moved gracefully about, dancing with her unique weapon.

"Where's the thickest fighting?" she asked him, glancing around quickly. Before he could even answer the question, she sprinted towards the edge of the enormous bridge and dove.

"Rachel!" he shouted; was she crazy? One click of his heels, and he rocketed off after her. He made a mental note to thank Numbuh 6 from Sector F for fixing them up, as it was now much easier for him to control his flight path.

Righting himself just in time to hit the ground, he saw that Rachel was already kicking butt left and right, looking her fall hadn't affected her in the least. The fighting was more dangerous at the bottom, which consisted of a huge area. It was almost like it was meant to be a fighting arena- at least, it would have been, had there not been so many papers strewn about.

The Galactic Kids Next Door were beginning to utilize the space walkers, firing lasers at the inhabitants of Adlenir antagonizing them. Numbuh 362 was still moving around with lightning speed, wielding her staff with apparent ease. Once the majority of the surrounding enemies were subdued, she turned and gave a cocky grin to Numbuh 1.

"Maybe you oughtta join the party, Nigel," she called. Her smile was still plastered on her face, and she didn't see it. There was no way for her to know, but he did.

Her name escaped his throat, but it had no effect. A simple word couldn't change the fact that a laser of the brightest green hit one of the support pillars near her. The resulting blast picked her up and threw her against the observation window, and she slid slowly to the floor. Next thing he knew, he was running like he had never run before. The only thought that ran through his head was, _she can't be, she can't be…_

She wasn't moving. He could feel her pulse, but she wasn't moving. The fighting around him seemed to slow, and he watched while tiny breaths came out of her mouth.

"I'll never have to live this down," he whispered, gently holding her up and pressing his lips against hers, briefly enjoying the flood of sensation that went through him. To his disappointment, she didn't react, but she still tasted good… almost like mint.

He knew that he had to get to the medical ship as quickly as possible, and there was only one way to do so. He remembered the last time he'd given her a 'lift', and how she'd been terrified for the majority of the time.

Gathering her up bridal style, he activated his rocket shoes once again, flying as gently as the technology would allow him.

* * *

Numbuh 24.5 cleared her mind of all her stray thoughts, focusing entirely on the situation at hand. There was only her, the dirk, and the outside factors: Jasper and Numbuh Infinity, who she was dimly aware were battling each other.

Ar-Ti sliced at her hip, which Numbuh 24.5 was barely able to back flip away from. Her flip was executed perfectly, every moment of it calculated. Her next move was an immediate cartwheel to the right as Numbuh Ar-Ti attempted to bring the dirk down on her head. For the first time, she felt a slight frustration that her hair was so long.

She sprinted away, hoping to get a split second to gather her wits about her once again. She hefted the splanker in her right hand, ducking a slash at her throat before shoving the end of the weapon into Ar-Ti's stomach and pulling the trigger. The alien's breath came out in a whoosh as she flew backwards. She ran forward, preparing to fire the knockout blow, when a cold voice stopped her.

"I really wouldn't."

Infinity had his boot placed on the back of an unconscious Jasper, and Marcela found herself wondering how he had been able to beat the former Supreme Leader so easily. She shivered at the thought. In his hand Numbuh Infinity held a trigger, not unlike the one that Numbuh One had been given in order to set off the mustard bombs.

"This will destroy the core of the station," said Infinity calmly. "Everyone will die." There was no regret in his voice, no remorse for what he intended to do. Marcela didn't know what he wanted with her, but she wasn't about to find out.

Normally, she'd have a probably with actually killing someone. It would seem inhumane, and usually there was an alternative. But the one instinct that had been driven into her- by her fellow operatives, by her leaders, by Jasper- was screaming for the death of the teenager before her.

They were all her kids. She'd go to hell before she'd have anyone hurting her kids.

Jasper wasn't really sure what had happened. All he knew was that upon returning to consciousness, Numbuh 24.5 was standing above Infinity's body, Numbuh Ar-Ti's dirk in her hand. Blood dripped down the blade, matching the dark stain that pervaded Numbuh Infinity's shirt. Something that looked like a trigger lay cut in half on the floor beside her.

Marcela looked on remorselessly.

It was over.

* * *

One month later

"… and I solemnly pledge to protect all kids, everywhere on Adlenir, so long as I am fit for this duty…"

"You sure that Numbuh 98's ready for this?" murmured Jasper, now reinstated as Numbuh 456 for his actions in the Adlenir rebellion. He was referring to the former Cadet Hapray, who was now being appointed as the new Supreme Leader.

"I wouldn't let this happen if I didn't think so," said Numbuh 24.5 with a shrug. "Besides, I feel more confident with him in office than with me covering both positions. Being the Supreme Leader of the GKND's bad enough- I barely managed to make time to be here."

"I'm glad things turned out right," commented Numbuh 842, who was currently resting her head on Numbuh 3 AM's shoulder. "I mean, we were really worried that Numbuh 362 wouldn't make it…"

Rachel had had to go through instant surgery when Numbuh 1 brought her to the medical ship; the result of being thrown into the window had been several broken ribs, one of which had punctured a lung. As such, adults were the only ones capable of performing the operation. While Nigel had had doubts, he trusted Hannah's word. Currently, Rachel was head of the galactic E.L.I.T.E. forces, and doing splendidly; her fighting skills were still unprecedented.

Numbuh 1 himself had gone back to Earth, taking up the position of Supreme Commander of Sector V once again. Marcela had a feeling that he and Rachel had some secret way of contacting each other, despite them being a long distance away from one another.

They still hadn't found the other half of the Adlenir fleet; the thought of this still made Marcela sick. She felt horrible for letting them down, and hoped they'd be successful in their search one day.

Numbuh 60 had recovered eventually, with Fanny snapping at anyone who attempted to bother him. They returned to their previous jobs on Earth.

As for her own life… she had instantly made the decision that the Galactic Kids Next Door should no longer hide from planetary organizations. By now, the Kids Next Door on every planet was aware of the GKND, and the Teens Next Door was allowed to reveal themselves to the KND. Marcela felt it was better to unite against adult tyranny, rather than remain divided by secrecy.

"We still have a problem, though," said Numbuh 456, frowning. "Numbuh Ar-Ti escaped in all the confusion."

"We can't afford to worry about that now," replied Marcela. "For now, we just need to focus on picking up the pieces of all of this.

"We need to focus on moving on."

Author's note: Oh man. That took an incredibly long time to write, and it was way longer than I originally intended. I know I left a little bit of a cliffhanger at the end, but I won't be writing a sequel to this story. It anyone else wants permission to write a sequel, please private message me.

I can't stress this enough… review! Please please please give me feedback about this story. I want to know that all those hours I spent writing it weren't a waste. Thanks!


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